AEGON N.V. VP-Sr Credit Officer · 2 days ago · value of IFRS insurance liabilities. In Q1 2020...

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FINANCIAL INSTITUTIONS CREDIT OPINION 29 May 2020 Update RATINGS AEGON N.V. Domicile THE HAGUE, Netherlands Long Term Rating A3 Type LT Issuer Rating Outlook Stable Please see the ratings section at the end of this report for more information. The ratings and outlook shown reflect information as of the publication date. Contacts Dominic Simpson +44.20.7772.1647 VP-Sr Credit Officer [email protected] Nicolo Squercina +44.20.7772.1541 Associate Analyst [email protected] Christian Badorff +49.69.70730.961 VP-Senior Analyst [email protected] Antonello Aquino +44.20.7772.1582 Associate Managing Director [email protected] CLIENT SERVICES Americas 1-212-553-1653 Asia Pacific 852-3551-3077 Japan 81-3-5408-4100 EMEA 44-20-7772-5454 AEGON N.V. Update to credit analysis Summary Rating Rationale The credit profile of Aegon N.V. (rated A3 for senior debt) reflects the aggregate credit strength of its various operating companies as well as its geographically diversified sources of earnings and cash-flows. Aegon N.V. is the Netherlands-based holding company of the Aegon insurance group. Aegon primarily offers life insurance and pension products and its main operations are based in the US, comprising three primary insurance entities which all carry an A1 Insurance Financial Strength Rating (”IFSR”). The group has also significant and well established operations in the Netherlands (Aegon Levensverzekering N.V.). Aegon's third largest operation is located in the UK (Aegon UK) and the group is present in over 20 other countries worldwide. The G-20 Financial Stability Board (FSB) had previously designated (the annual identification of G-SIIs is currently suspended) Aegon as one of the nine global systemically important insurers. On 1 November 2019, we affirmed Aegon N.V.'s ratings and maintained the stable outlook . The affirmation reflects: (i) the aggregate credit strength of the group's various operating companies, in particular its main US operations (A1 IFSR affirmed); (ii) good and gradually improved geographic diversification which we expect to be maintained; and (iii) reduced financial leverage. Less positively, the Group’s profitability and earnings coverage remains relatively weak with significant net income volatility exhibited in recent years.

Transcript of AEGON N.V. VP-Sr Credit Officer · 2 days ago · value of IFRS insurance liabilities. In Q1 2020...

Page 1: AEGON N.V. VP-Sr Credit Officer · 2 days ago · value of IFRS insurance liabilities. In Q1 2020 Aegon Netherland reported €154 million in underlying earnings before tax including

FINANCIAL INSTITUTIONS

CREDIT OPINION29 May 2020

Update

RATINGS

AEGON N.V.Domicile THE HAGUE,

Netherlands

Long Term Rating A3

Type LT Issuer Rating

Outlook Stable

Please see the ratings section at the end of this reportfor more information. The ratings and outlook shownreflect information as of the publication date.

Contacts

Dominic Simpson +44.20.7772.1647VP-Sr Credit [email protected]

Nicolo Squercina +44.20.7772.1541Associate [email protected]

Christian Badorff +49.69.70730.961VP-Senior [email protected]

Antonello Aquino +44.20.7772.1582Associate Managing [email protected]

CLIENT SERVICES

Americas 1-212-553-1653

Asia Pacific 852-3551-3077

Japan 81-3-5408-4100

EMEA 44-20-7772-5454

AEGON N.V.Update to credit analysis

Summary Rating RationaleThe credit profile of Aegon N.V. (rated A3 for senior debt) reflects the aggregate creditstrength of its various operating companies as well as its geographically diversified sources ofearnings and cash-flows.

Aegon N.V. is the Netherlands-based holding company of the Aegon insurance group. Aegonprimarily offers life insurance and pension products and its main operations are based in theUS, comprising three primary insurance entities which all carry an A1 Insurance FinancialStrength Rating (”IFSR”). The group has also significant and well established operations inthe Netherlands (Aegon Levensverzekering N.V.). Aegon's third largest operation is located inthe UK (Aegon UK) and the group is present in over 20 other countries worldwide. The G-20Financial Stability Board (FSB) had previously designated (the annual identification of G-SIIsis currently suspended) Aegon as one of the nine global systemically important insurers.

On 1 November 2019, we affirmed Aegon N.V.'s ratings and maintained the stable outlook.The affirmation reflects: (i) the aggregate credit strength of the group's various operatingcompanies, in particular its main US operations (A1 IFSR affirmed); (ii) good and graduallyimproved geographic diversification which we expect to be maintained; and (iii) reducedfinancial leverage. Less positively, the Group’s profitability and earnings coverage remainsrelatively weak with significant net income volatility exhibited in recent years.

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Credit Profile of Significant SubsidiariesAegon USA

Moody's A1 insurance financial strength (IFS) rating (stable outlook) of three operating life insurance companies in the AegonUSA Life Group (Aegon USA - i.e., Transamerica Life Insurance Company (TLIC), Transamerica Premier Life Insurance Company,and Transamerica Financial Life Insurance Company) is based on its well established positions in the US life insurance and assetaccumulation businesses including individual and employee workplace markets. The rating also reflects the company's utilization ofdiversified distribution channels, its diversified earnings that benefit from economies of scale, and a stable capital position. Aegon USAcontinues to make progress to increase profitability and leverage its market positions, grow its individual and workplace businesses inits core markets while investing in programs to improve its back office operations (i.e. an administrative services agreement with TataConsultancy Services Limited (A3 stable) and LTCG Holding Corp (LTCG) (unrated)).

These strengths are partially mitigated by lower than expected profitability for its rating level, a business profile with a concentrationon the liability side of a legacy portfolio of long-term care (LTC) business and variable annuities (VA) with guaranteed benefits, andthe company's level premium term life (”XXX”) and no-lapse universal life insurance (”AXXX”) business that was written before theintroduction of principle based reserving extensively use captives, which weaken the quality of reserves, asset quality, and regulatorycapital on a consolidated basis. While Aegon USA has lowered the risk profile of its VA, LTC and AXXX businesses by concentrating newsales in de-risked products, and its substantial hedging strategies, it still has material exposure to earnings, capital management andasset liability management challenges associated with these inforce blocks with long-term guarantees.

Please refer to Aegon USA Life Group (Cons) credit opinion for more details on the credit profile of Aegon's US operations.

Aegon The Netherlands

Aegon Levensverzekering N.V. enjoys a strong brand recognition and one of the leading positions in the Dutch life insurance market.The company is particularly strong in group pensions insurance and is now the no.2 pension administrator but is also developing itsbanking business. Aegon is also expanding its position in the income protection segment with the acquisition of Robidus in 2018.However, the Dutch market remains highly competitive and the company has been focusing on improving customer service whilereducing costs.

Underlying earnings before tax are solid and continued to increase by 5% in 2019 to €648 million (€615 million in 2018) driven bythe strong performance of the life business (+8% compared to 2018), which benefitted from a higher investment margin, lower profitsharing and lower expenses, and the stable results arising from the banking operations, which more than offset the weaker results of thenon-life operations (-23%). Aegon's profitability in the Netherlands is supported by the continuing focus on digitization of the businessand automation of processes. In Q2 2019 Aegon announced that it will operationally integrate Aegon Bank and Knab and will furtheroptimize its pension business by transferring the administration of the defined benefit pension book to its TKP platform. These initiativesare expected to lead to an annual run-rate expense savings of approximately €35 million by 2023.

However, net income in 2019 was negatively affected by fair value losses of €365 million only partly offset by realised gains oninvestments for a sizeable €240 million following the sale of bonds to optimize the investment portfolio. The fair value losses weremainly driven by a shortfall in the Liability Adequacy Test as a result of adverse credit spread movements particularly related to themortgage portfolio. In the first half of 2019, mortgage spreads widened as consumer prices did not react to the drop in risk-free interestrates, resulting in a decrease in the value of Aegon's mortgage portfolio, while a reduction in the illiquidity premium increased the fairvalue of IFRS insurance liabilities.

In Q1 2020 Aegon Netherland reported €154 million in underlying earnings before tax including €9 million in non-life claims related toCovid-19 arising from Aegon's travel insurance and disability insurance businesses. The non-operating result benefitted from materialfair value gains for €1,931 million driven by the reduction in the Liability Adequacy Test deficit as a result of wider credit spreads.

This publication does not announce a credit rating action. For any credit ratings referenced in this publication, please see the ratings tab on the issuer/entity page onwww.moodys.com for the most updated credit rating action information and rating history.

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In 2019 new life sales increased by 35% to €136 million driven by a pension buy-out and higher sales from a purchase of additional annualpension increases by an existing customer. In Q1 2020 Aegon reported sales of €26 million reflecting strong single premium pensionproduction, partly offset by individual life single premium production as Aegon exited that market in March.

As of YE2019, gross deposits continued to grow by 30% to €13.2 billion reflecting the growth of the online bank Knab and the sales ofAegon's defined contribution products (Premium Pension Institute products).

The insurer undertook pro-active hedging on equity and interest-rate risk in the early 2000s and consequently the earnings' sensitivityto changes in interest rates and equity markets is low compared to many Dutch peers. Nevertheless investment guarantees embeddedin many of the products continue to leave the company's profitability somewhat exposed to adverse market movements in times ofsharp market volatility and of low interest rates.

Aegon Netherlands' Solvency II ratio, based on the approved partial internal model, significantly declined during the first half of 2019by 29% points to 152%, below the 155% bottom-end of the Dutch business range, before increasing back to 171% at YE2019. Thedecrease in the Solvency II ratio was driven by the combined effect of negative market impacts from the EIOPA VA narrowing from24bps to 7bps, the decrease of LAC DT factor to 65% from 75%, a decline of interest rates, the lowering of the UFR from 4.05% to3.90% and a change in the treatment of Aegon's illiquid assets as equities instead of loans which increased the capital requirements.The Solvency II ratio benefitted during the second half of 2019 from normalised capital generation and management actions includingthe postponement of the dividend to the holding to February 2020, the longevity reinsurance transaction with Canada Life Reinsurance(+10-12% points) and de-risking of the asset portfolio.

In Q1 2020 the Solvency II ratio increased significantly to 249% driven by the combined effect of the increase in the EIOPA VA, theeffect of lower interest rates due to an overhedged position on a Solvency II basis, and widening of credit spreads on the own employeepension scheme. Good normalised capital generation largely offsets the €100 million remittances to the group.

Aegon UK

Aegon is present in the UK life and pensions market and has become the leader in the UK platform segment, following the acquisitionof BlackRock’s UK defined contribution business and more importantly the acquisition of Cofunds, which has significantly increasedthe scale of Aegon’s platform business to around £172 billion of assets as of YE2019 from around £9 billion as of Q2 2016. Pensionsare the largest business in terms of sales, although diversification has been achieved with Cofunds the majority of whose assets arein ISAs and GIAs. The company sold its annuities business in 2016 and is now focusing on selected business lines (At Retirement andWorkplace savings). During the first half of 2019, Aegon completed the integration of Cofunds as the assets under administrationrelated to Nationwide were migrated onto Aegon's platform therefore completing the migration projects initiated in 2018.

Aegon’s UK profitability will largely depend on the level of assets under administration that it retains on its platform and the fees itcharges its customers amid continued negative pressure on margins in the competitive UK platform market. Nonetheless, Aegon UKreported good retention following the acquisition of Cofunds and favorable equity markets have supported the growth in assets underadministration during 2019. Hence, Aegon UK is gradually replacing the earnings lost from the sale of the annuity business and weexpect the company to continue to grow its earnings as the synergies from acquisitions gradually materialize, although these will partlybe offset by pressures on margins. In June 2019, Aegon transferred the administration of the Existing Business to Atos which is expectedto generate run-rate expense savings of £10 million initially, growing potentially to £30 million over time.

In 2019 underlying earnings before tax increased by 8% to €139 million (€128 million in 2018) driven by higher fee income in DigitalSolutions as a result of increased assets under administration. However, Aegon UK reported a net loss for the year of €34 million (€38million net profit in 2018) impacted by fair value losses of €131 million and integration and restructuring charges of €109 million. Fairvalue losses were mainly due to negative movements on equity hedges following rising equity markets and lower inflation.

In Q1 2020 Aegon UK reported underlying earnings before tax of €44 million driven by strong fee income in the first two months of thequarter. The non-operating result benefitted also from €145 million in fair value gains driven by gains on the hedging program.

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Aegon UK's Solvency II ratio declined to 157% at YE2019 from 184% at YE2018 although remained above the bottom-end of the targetrange of 145%. The 27% points decline was mainly driven by remittances to the holding for £251 million (including an extraordinarydividend of £100 million) and the negative impact from assumption updates related to expenses.

In Q1 2020 the Solvency II ratio remained stable at 160% driven by normalised capital generation with the hedging program protectingthe balance sheet against the adverse market movements induced by the Covid-19 pandemic.

Credit Strengths

» Strongly focused strategy on wealth accumulation, life insurance and pension products

» Diversified business portfolio, with top tier positions in the US, in the Netherlands and in the UK platform segment

» Broad life product offering and strong customer service capabilities complemented by growing non-life businesses spanning throughAsset Management, Banking and P&C

» Good liquidity and ALM management

Credit Challenges

» Pressured US profitability as a result of lower interest rates, adverse mortality development in universal and traditional life, adversemarket conditions for Variable Annuities and lower margins for legacy LTC business and Retirement Plans,

» Managing the volatility in the capital position due the exposure to equity markets, lower interest rates and unhedged credit risks asa result of credit spread widening

» To improve the group's weak earnings coverage and return on capital which have been subdued as a result of the gap betweenunderlying earnings and net income which has been volatile over the last five years

» To manage the increased sensitivity to market movements, in particular credit spreads, of the Solvency II ratio for the Group and ofthe Dutch business

Rating OutlookThe stable outlook on Aegon’s ratings reflects Moody’s expectation that the US business will maintain its leading position in the USlife insurance and asset accumulation markets together with strong business line and distribution diversification, and make furtherprogress in increasing profitability and improving the quality of capital. Furthermore, Moody’s expects the Group’s capitalization toremain robust, adjusted financial leverage to remain below 30%, and for Aegon to maintain a good level of geographic diversification.

What Could Change the Rating - UPThe following factors could lead to an upgrade of Aegon:

» Improvement in the credit profile of the US insurance operations, as evidenced by an upgrade of their insurance financial strengthratings;

» adjusted financial leverage consistently below 25% and earnings coverage consistently above 8x.

What Could Change the Rating - DOWNConversely, the following factors could lead to a downgrade:

» Weakening of the credit profile of Aegon USA, as evidenced by a downgrade of its ratings;

» consistent reduction in underlying earnings and/or significant net income volatility;

» adjusted financial leverage consistently above 30% and earnings coverage consistently below 4x;

» reduced geographic diversification (i.e. increased reliance on the US business) that would lead to a reduction in the notchingdifferential between the IFSR of Aegon USA's entities and the senior unsecured debt rating of Aegon.

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Key Indicators

Exhibit 1

Aegon Group: Key financial indicators (2019-2015)AEGON N.V. [1][2] 2019 2018 2017 2016 2015

As Reported (Euro Millions)

Total Assets 441,123 393,031 396,291 425,935 415,729

Total Shareholders' Equity 25,048 22,860 24,386 24,734 26,494

Net income (loss) attributable to common shareholders' 1,440 631 2,230 453 (663)

Total Revenue 65,298 18,444 54,584 50,213 34,868

Moody's Adjusted Ratios

Goodwill & Intangibles % Shareholders' Equity 50.8% 58.9% 52.3% 58.0% 52.4%

Financial Leverage 25.4% 31.2% 32.5% 31.0% 22.5%

Total Leverage 31.0% 39.9% 40.4% 39.3% 32.8%

Earnings Coverage (1 yr.) 4.9x 2.6x 6.9x 3.0x (0.9x)

[1] Information based on IFRS financial statements as of Fiscal YE December 31 [2] Certain items may have been relabeled and/or reclassified for global consistencySource: Company Reports, Moody's Investors Service

Structural ConsiderationsAegon’s senior debt rating is two notches below the IFSR of its US operations. This narrower notching reflects Aegon’s geographicdiversification between its main markets: the US (51% of the Group’s 2019 underlying earnings before tax), the Netherlands (29%), theUK (6%) and a growing global asset management business (6%). The Group’s reliance on the US business, which in 2017 represented60% of underlying earnings, has reduced in recent years although this has been partially driven by relatively lower US earnings. Afurther element in considering narrower notching is that Aegon benefits from regulatory supervision at a group-wide level underSolvency II.

Going forward, we expect the Group’s good level of geographic diversification, both in terms of earnings and cash-flows, to bemaintained, benefiting from continued improvement in its European insurance and asset management businesses.

However, the group's somewhat dependence on earnings from the US operations and predominant focus on life and retirementbusiness compares less favourably to more diversified groups with a similar notching level.

Capital Structure and LiquidityAegon's consolidated Group equity increased by €2.2 billion to €25.0 billion at YE2019 (YE2018: €22.9 billion) driven by strongnet income for the year (€1,528 million), significantly higher revaluation reserves on available for sale investments as a resultof lower interest rates and tightening credit spreads (€3,471 million) and favourable currency movements (€314 million). Thesepositive movements were partly offset by the payment of the dividend to shareholders (€583 million), the impact of adverse marketmovements on the defined benefit obligation (€612 million) and the net redemption of other equity instruments (€744 million).

As of YE2019, Aegon reported €8.4 billion of financial debt outstanding, of which €3.6 billion (42%) was senior debt, FHLB borrowingsor commercial paper and €4.9 billion (58%) was subordinated debt. As of YE2019, Aegon also had €5.8 billion of outstanding operatingnon-recourse debt (e.g. funding of mortgages through RMBS, pass-through covered bonds and senior debt issued by Aegon Bank) thatwe include neither in financial debt, nor in operational debt in our calculations.

The group's capital funding borrowings are directly attributable to or guaranteed by Aegon N.V. However since 2016, Aegon's leverageincludes borrowings to the Federal Home Loan Bank (FHLB), issued by some Aegon’s subsidiaries in the US, which Aegon uses primarilyto purchase long-term assets and increase the duration of its assets in its US life subsidiaries. As of YE2019, FHLB borrowings accountedfor €1.8 billion a decline of €1.7 billion from the level reported at YE2018 of €3.5 billion.

We view Aegon N.V.'s financial flexibility in line with a single A rating and we expect adjusted financial leverage to remain below 30%going forward. At YE2019 adjusted financial leverage (excluding operational debts and including the assets backing the Group’s Dutchdefined benefit plan) declined by a material 5.9% points to 25.4% (YE2018: 31.2%), driven mainly by the combined effect of thereduction in FHLB borrowings and commercial paper, and the increase in shareholders' equity.

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In Q1 2019, Aegon issued its inaugural restricted Tier 1 perpetual contingent convertible securities for €500 million followed in Q2by the redemption of a grandfathered Tier 1 security for $500 million. In Q4, Aegon, through it is finance vehicle Aegon FundingCompany LLC, issued also $925 million Tier 2 guaranteed dated subordinated notes which was followed by the redemption of anothergrandfathered Tier 1 security for $1 billion issued in 2005. Going forward Aegon will continue to replace its existing grandfathered Tier 1securities ahead of the end of the grandfathering period in 2025.

Total leverage, which includes recourse operational debt and does not incorporate equity credit for hybrid securities, decreasedsignificantly on a pro-forma basis to around 31.0% at YE2019 (YE2018: 39.9%), driven by the reduction in adjusted financial leverageand the repayment of almost all the outstanding debt with recourse for a total amount of €1.4 billion.

Exhibit 2

Aegon Group: Financial Flexibility

-2x

-1x

0x

1x

2x

3x

4x

5x

6x

7x

8x

0%

5%

10%

15%

20%

25%

30%

35%

40%

45%

2015 2016 2017 2018 2019

Ea

rnin

gs C

ove

rag

e (1

Yr.)

Le

ve

rag

e

Adjusted Financial Leverage Total Leverage Earnings Coverage

Source: Aegon (Annual Reports), Moody's Investors Service

Aegon's financial flexibility remains nonetheless constrained by a relatively low interest coverage (3.3x on a 5-year average basis forthe period 2019-2015), mostly driven by a weak and volatile profitability. As a result of the continuing volatility in earnings, the interestcoverage increased significantly in 2019 to 4.9x after falling in 2018 to 2.6x (6.9x in 2017) driven by a stronger reported net incomeattributable to owners (for basic earnings per share calculation) of €1,441 million in 2019 (€631 million in 2018) while interest expenseson financial debt remained broadly stable. Although Aegon's underlying earnings before tax were down by 5% in 2019 to €1,973million, driven by the continuing weakening of the US business, net income was significantly higher than previous year, supported by animproved, although still negative, non-operating result of -€101 million (-€1,245 million in 2018). Non-operating result1 benefitted in2019 from gains on investments for €405 million (-€77 million in 2018) and materially lower losses on other charges of -€281 millioncompared to -€875 million in 2018 (see Moody's report on Aegon's 2018 results).

As a result, Moody’s return on capital for 2019 improved to 4.6% (2.0% in 2018). On a 5-year average basis, Aegon's return on capitalfor the period 2019-2015 remains subdued for its rating level at 2.3% (Baa range) with volatility a key feature.

In the first quarter of 2020, Aegon reported a materially high net income attributable to owners of €1,270 million as a result ofunderlying earnings before tax of €366 million and a non-operating result of €1,492 million. Going forward, we expect Aegon tocontinue to exhibit volatility in its net income results.

With regard to capitalization, the Group’s consolidated Solvency II ratio declined at YE2019 to 201% (YE2018: 211%) but it remainedslightly above the top end of Aegon's target range of 150-200%. The reduction was driven by the combined effect of dividends toshareholders (-8% points), adverse credit spread movements (-13% points) which affected primarily the valuation of assets andliabilities in the Dutch operations, and model changes (-14% points), only partly offset by capital generation (+20% points) andmanagement actions including the disposal of the operations in the Czech Republic and Slovakia, the longevity reinsurance deal andthe move from DB to DC pension plan in the Netherlands (+4% points).

In Q1 2020 the Solvency II ratio increased to 208% benefiting from normalised capital generation as well as credit spreads widening,including the increased EIOPA volatility adjustment in the Netherlands.

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These positive movements were only partly offset by the significantly negative impacts from lower equity markets and lower interestrates, primarily in the US balance sheet. As of April 2020, the Solvency II ratio dropped within the 190%-200% range mainly driven bynarrowing credit spreads and higher equity markets.

Overall, the Group's solvency ratio's sensitivity to financial market movements has generally increased, although the group benefitsfrom a diversified normalised capital generation which we expect will support capitalisation in case of financial stress. However, wenote the continuing pressure on capital generation in the US driven in Q1 2020 by unfavorable mortality experience.

Liquidity ProfileMoody's Prime-2 rating of Aegon N.V. and Aegon Funding Company LLC €2.5 billion commercial paper programs are based on thegroup's current ratings (long-term senior debt A3), and the availability of alternative sources of liquidity to assist the repayment ofoutstanding obligations. Aegon N.V. guarantees any notes issued under the program by its subsidiary Aegon Funding Company. Totaldrawings under Aegon N.V.'s programs were €58 million as of 31 December 2019.

At the same time, the amount of liquid assets at the holding Aegon N.V. (i.e. cash and equivalents) were €1,032 million at YE2019(excluding collateral received from counterparties and liquidity managed on behalf of affiliated investment funds) and a total balanceof €1.2 billion in excess cash at YE2019 (€1.3 billion at YE2018) in the centrally managed holding companies comfortably within thetarget range of €1.0 and €1.5 billion. The slight decline in the holding excess cash was driven by dividends paid to shareholders' (€0.6billion), holding expenses (€0.3 billion) and other movements including deleveraging (€0.2 billion), which more than offset the netremittances for the year (€1.0 billion). At Q1 2020 the holding excess cash increased to €1.4 billion driven mainly by €100 millionremittances from the Dutch business and €153 million in proceeds from the sale of Aegon's stake in the joint ventures in Japan.

In Q1 2019, Aegon announced new financial targets for the period 2019-2021. The group targets to achieve a cumulative normalisedcapital generation of €4.1 billion by 2021 compared to €3.1 billion for the period 2016-2018. The group also aims for a dividend pay-outratio of normalised capital generation between 45-55% and an annual return on equity of greater than 10% (based on net underlyingearnings). In Q1 2020 as a result of the uncertainty caused by the impact of Covid-19 pandemic on the group's medium-term targets,Aegon's disclosed that it will be unlikely to meet its 10% ROE target for 2020. Group ROE for Q1 2020 was 7%.

The 2020 guidance for gross remittances is €1.4 billion (including €153 million of proceeds from the divestment of Aegon's stake inthe JVs in Japan). The net remittances of €1.3 billion will cover the expected holding expenses of around €0.3 billion leaving around€1.0 billion for financial flexibility including dividends to shareholders. On April 3, Aegon disclosed that it will temporarily postpone thepayment of the final dividend for 2019 in line with EIOPA and DNB guidance.

Aegon's liquidity profile has been enhanced in recent years by the continued issue of perpetual capital securities to refinance maturingand callable debt. In Moody's view, these issues have reduced the level of refinancing risk in the Aegon group. In 2020 Aegon'srefinancing needs are limited to the refinancing of the $500 million senior debt maturing in December 2020.

In addition, Aegon maintains a number of banking relationships in the form of bilateral and syndicated committed credit facilities. Themain arrangements include a €2 billion syndicated revolving credit facility maturing in 2023 and a $2.2 billion LOC facility maturing in2024. No drawdowns had been made on this syndicated revolving credit facility as of 31 December 2019.

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ESG considerationsSocialLike its life insurance peers, Aegon faces social risks through the handling of customer information, the underwriting and businessgrowth implications (positive and negative) of changing demographics, and the impact of changing consumer preferences ondistribution channels.

We also regard the coronavirus outbreak as a social risk under our ESG framework, given the substantial implications for public healthand safety. Furthermore, the rapid and widening spread of the coronavirus outbreak, deteriorating global economic outlook, fallingoil prices, and asset price declines are creating a severe and extensive credit shock across many regions and markets including theinsurance and asset management sectors. While the breadth and severity of the shock in still uncertain, we expect it will have animpact on Aegon's premiums, net asset inflow, operating earnings and capital, at least in 2020.

GovernanceLike all other corporate credits, the credit quality of Aegon is influenced by a wide range of governance-related issues, relating tofinancial, managerial, ownership or other factors, all of which can be exacerbated by regulatory oversight and intervention.

Moody’s related publicationsRating action:

» Moody's affirms AEGON N.V.’s A3 senior unsecured debt rating; outlook stable (November 1, 2019)

» Moody's assigns Baa1(hyb) rating to Aegon's guaranteed dated subordinated notes (October 16, 2019)

Issuer comment:

» Aegon N.V. - Weak underlying earnings in the US weigh on Aegon’s first quarter results, expect pressures in remainder of 2020 (May20, 2020)

» Aegon N.V. - US business weighs on underlying earnings results (February 19, 2020)

» Aegon N.V. - Significant decline in 2018 net income driven by US business (February 22, 2020)

Sector comment:

» Insurance - Europe: Dividend constraints on insurers are a mitigant to coronavirus impact, despite inconsistencies among regulators(April 9, 2020)

» Insurance - Cross Region: EMEA Heatmap: Low interest rates andmarket volatility are insurers' key risks (March 17, 2020)

» Insurance - Cross Region: Global insurers have broad exposure tocoronavirus; indirect impacts will dominate (March 2, 2020)

Outlook:

» Insurance - Europe: 2020 Outlook update (March 31, 2020)

» UK Life Insurance: Outlook changed to negative to reflectsolvency and earnings strain of coronavirus (March 31, 2020)

Methodology:

» Life Insurers Methodology (November 25, 2019)

» Assigning Instrument Ratings for Insurers (May 29, 2018)

To access any of these reports, click on the entry above. Note that these references are current as of the date of publication of this report and that more recent reports may be available. Allresearch may not be available to all clients.

8 29 May 2020 AEGON N.V.: Update to credit analysis

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Ratings

Exhibit 3

Category Moody's RatingAEGON N.V.

Rating Outlook STASenior Unsecured A3Senior Unsecured MTN (P)A3Commercial Paper P-2LT Issuer Rating A3Subordinate Baa1 (hyb)Junior Subordinate Baa1 (hyb)

AEGON FUNDING COMPANY LLC

Rating Outlook STABACKED Subordinate Baa1 (hyb)BACKED Senior Unsecured A3BACKED Commercial Paper P-2

COMMONWEALTH GENERAL CORPORATION

Rating Outlook STABACKED Senior Unsecured A3

Source: Moody's Investors Service

Endnotes1 which includes fair value items, gain and losses on investments, impairments and other charges associated to model and assumption changes and

restructuring costs

9 29 May 2020 AEGON N.V.: Update to credit analysis

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REPORT NUMBER 1222952

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