5.12 Debt and subordinated capital
In order to safeguard the sustained financial strength of the Hannover Re Group, Hannover Re has issued subordinated debt by way of a number of guaranteed, callable bonds.
On 14 September 2010 Hannover Re placed a new subordinated bond on the European capital market through its subsidiary Hannover Finance (Luxembourg) S.A. This subordinated debt with a nominal value of EUR 500.0 million has a maturity of 30 years with a first scheduled call option after ten years. The bond carries a fixed coupon of 5.75% p.a. in the first ten years, after which the interest basis changes to a floating rate of three-month EURIBOR +423.5 basis points.
On 1 June 2005 Hannover Re issued further subordinated debt in the amount of EUR 500.0 million through its subsidiary Hannover Finance (Luxembourg) S.A. The bond is perpetual and carries a fixed coupon of 5.00% in the first ten years. It may be redeemed by Hannover Re on 1 June 2015 at the earliest and at each coupon date thereafter. If the bond is not called at the end of the tenth year, the coupon will step up to a floating-rate yield of quarterly EURIBOR +268 basis points. The interest will be serviced according to the same principles as those practised in the past. As part of the transaction, holders of the subordinated debt of EUR 350.0 million placed by Hannover Re in 2001 – which has a term of 30 years and may be called in prior to maturity by the issuer on 14 March 2011 – were offered an opportunity to exchange their existing issue for holdings in the new bond. Participation in the exchange amounted to a nominal value of EUR 211.9 million, corresponding to EUR 240.5 million of the new bond issue. The cash component of the new bond in the amount of nominally EUR 259.5 million was placed predominantly with institutional investors in Europe. The remaining volume of the bond issued in 2001 after the exchange was unchanged at EUR 138.1 million and carries a fixed coupon of 6.25% until March 2011. If Hannover Re does not exercise its right of early cancellation on this date, the coupon will step up to a floating-rate yield of quarterly EURIBOR +205 basis points.
On 26 February 2004 subordinated debt in the amount of EUR 750.0 million was placed through Hannover Finance (Luxembourg) S.A. on the European capital markets. The bond has a final maturity of 20 years and for the first ten years carries a fixed coupon of 5.75% (calculated as a spread of 163 basis points over the 10-year mid-swap rate at the time of issue). It may be redeemed by Hannover Re on 26 February 2014 at the earliest and at each coupon date thereafter. If the bond is not called at the end of the tenth year, the coupon will step up to a floating-rate yield of quarterly EURIBOR +263 basis points.
Altogether four subordinated bonds were recognised as at the balance sheet date with a cost or amortised cost of EUR 1,869.1 million (EUR 1,365.1 million).
| Debt and subordinated capital in EUR thousand | 2010 | ||||||
|---|---|---|---|---|---|---|---|
| Subordinated loans | Coupon | Maturity | Currency | Amortised cost | Fair value measure- ment |
Accrued interest and rent |
Fair value |
| Hannover Finance (Luxembourg) S.A., 2010 | 5.75 | 2040 | EUR | 500,000 | (34,750) | 8,507 | 473,757 |
| Hannover Finance (Luxembourg) S.A., 2005 | 5.00 | n/a | EUR | 484,132 | (44,527) | 14,589 | 454,194 |
| Hannover Finance (Luxembourg) S.A., 2004 | 5.75 | 2024 | EUR | 746,912 | 9,276 | 36,390 | 792,578 |
| Hannover Finance (Luxembourg) S.A., 2001 | 6.25 | 2031 | EUR | 138,063 | (1,549) | 6,908 | 143,422 |
| 1,869,107 | (71,550) | 66,394 | 1,863,951 | ||||
| Debt | 187,624 | - | 841 | 188,465 | |||
| Other long-term liabilities | 66 | - | - | 66 | |||
| Total | 2,056,797 | (71,550) | 67,235 | 2,052,482 | |||
| Debt and subordinated capital in EUR thousand | 2009 | ||||||
|---|---|---|---|---|---|---|---|
| Subordinated loans | Coupon | Maturity | Currency | Amortised cost | Fair value measure- ment |
Accrued interest and rent |
Fair value |
| Hannover Finance (Luxembourg) S.A., 2005 | 5.00 | n/a | EUR | 481,091 | (71,794) | 14,589 | 423,886 |
| Hannover Finance (Luxembourg) S.A., 2004 | 5.75 | 2024 | EUR | 746,091 | (27,599) | 36,409 | 754,901 |
| Hannover Finance (Luxembourg) S.A., 2001 | 6.25 | 2031 | EUR | 137,868 | (7,775) | 6,907 | 137,000 |
| 1,365,050 | (107,168) | 57,905 | 1,315,787 | ||||
| Debt | 116,200 | - | 59 | 116,259 | |||
| Other long-term liabilities | 86 | - | - | 86 | |||
| Total | 1,481,336 | (107,168) | 57,964 | 1,432,132 | |||
The aggregated fair value of the extended subordinated loans is based on quoted, active market prices. If such price information was not available, fair value was determined on the basis of the recognised effective interest rate method or estimated using other financial assets with similar rating, duration and return characteristics. Under the effective interest rate method the current market interest rate levels in the relevant fixed-interest-rate periods are always taken as a basis.
The further rise of EUR 71.4 million in the debt to EUR 187.6 million was driven by increased borrowing requirements as a consequence of the extended investment activities of Hannover Re Real Estate Holdings, Inc. The largest debt in an amount equivalent to nominally EUR 68.4 million matures on 26 March 2015 and was accessed by the company in two tranches as at 1 April 2010 and 2 November 2010.
| Maturities of financial liabilities in EUR thousand | |||||||
|---|---|---|---|---|---|---|---|
| 2010 | |||||||
1 Excluding derivatives and minority shares in partnerships |
|||||||
| Less than three months | Three months to one year | One to five years | Five to ten years | Ten to twenty years | More than twenty years | No maturity | |
| Other liabilities1 | 59,947 | 106,647 | 924 | - | - | - | 2,787 |
| Debt | - | - | 187,624 | - | - | - | - |
| Subordinated loans | - | 138,063 | - | - | 746,912 | 500,000 | 484,132 |
| Other long-term liabilities | - | - | 66 | - | - | - | - |
| Total | 59,947 | 244,710 | 188,614 | - | 746,912 | 500,000 | 486,919 |
| Maturities of financial liabilities in EUR thousand | |||||||
|---|---|---|---|---|---|---|---|
| 2009 | |||||||
| Less than three months | Three months to one year | One to five years | Five to ten years | Ten to twenty years | More than twenty years | No maturity | |
1 Excluding derivatives and minority shares in partnerships |
|||||||
| Other liabilities1 | 76,473 | 65,628 | 364 | - | - | - | 75 |
| Debt | 143 | 2,098 | 113,959 | - | - | - | - |
| Subordinated loans | - | - | - | - | 746,091 | 137,868 | 481,091 |
| Other long-term liabilities | - | - | 86 | - | - | - | - |
| Total | 76,616 | 67,726 | 114,409 | - | 746,091 | 137,868 | 481,166 |
| Net gains and losses from debt and subordinated capital in EUR thousand | ||||||
|---|---|---|---|---|---|---|
| 2010 | 2009 | 2010 | 2009 | 2010 | 2009 | |
| Ordinary income/expenses | Amortisation | Net result | ||||
| Debt | (9,218) | (2,807) | (1,414) | - | (10,632) | (2,807) |
| Subordinated loans | (85,266) | (76,650) | (4,057) | (2,476) | (89,323) | (79,126) |
| Total | (94,484) | (79,457) | (5,471) | (2,476) | (99,955) | (81,933) |
The ordinary expenses principally include interest expenses of EUR 85.3 million (EUR 76.7 million) resulting from the subordinated debt placed through Hannover Finance (Luxembourg) S.A.
Other financial facilities
Facilities exist with various financial institutions for letters of credit (LoC), including two syndicated guarantee facilities from 2005 and 2006.
Following the contractual maturity of the first 50% of the line from 2005 in January 2010, it amounted to an equivalent of EUR 754.5 million (EUR 1,395.1 million) as at the balance sheet date. The other 50% of this line matures in January 2012. The line from 2006, the amount of which as at the balance sheet date was equivalent to EUR 1,509.0 million (EUR 1,395.1 million), matures in January 2013.
Unsecured letter of credit facilities with various terms (maturing at the latest in 2017) and a total volume equivalent to EUR 1,207.2 million (EUR 802.2 million) exist on a bilateral basis with financial institutions.
Furthermore, a long-term unsecured line of credit with a total volume equivalent to at most EUR 565.9 million (EUR 523.2 million) was concluded in December 2009. It is intended specifically for US life business. For further information on the letters of credit provided please see our explanatory remarks in Section 7.7 “Contingent liabilities and commitments”.
A number of LoC facilities include standard market clauses that grant rights of cancellation to the banks in the event of material changes in our shareholding structure or trigger a requirement on the part of Hannover Re to furnish collateral upon materialisation of major events, for example if our rating is significantly downgraded. Please see our explanatory remarks in the “Financial position” section of the management report, on the information pursuant to § 315 Para. 4 German Commercial Code (HGB).