Private Credit Moves to Life Insurers' Balance Sheets Under State Rules

州级规则下私人信贷转向寿险资产负债表 私募股权机构将高风险直接贷款转移至旗下控股寿险实体，利用州担保基金和税收抵免，致使纳税人承担最终的破产风险。 本次讨论探讨了2008年金融危机后的银行业监管如何将高风险贷款挤出银行体系并推向私人信贷领域，而如今这些信贷已进入寿险公司的资产负债表。私募股权机构将寿险公司作为“永久资本”来源来支持缺乏流动性的私人贷款，在赚取费用的同时将潜在下行风险转嫁给州担保基金。Granato和Drall详细阐述了系统性高估、非公开评级函（private letter ratings）以及“影子再保险”是如何掩盖这些风险，并在保险机构破产时最终造成由纳税人隐性兜底的局面。 2008年金融危机后，监管政策虽将高风险放贷挤出传统银行体系，但如今约1万亿美元的人寿保险资产已受私募股权（PE）机构控制，形成了结合并购、私募信贷与长期保费资金的“飞轮”生态系统。 (8:44) PE旗下的保险公司正将传统的AAA级公开市场公司债替换为高收益、低流动性的关联私募信贷，并高度依赖缺乏透明度的“私信评级”（Private Letter Ratings）进行监管资本套利与激进的年金定价。 (20:00) 与FDIC的事前注资机制不同，美国各州保险担保基金实行事后追索，且多数州允许幸存保司以州税抵免冲销救助评估费，在缺乏公众监督的情况下构成了对破产险企的“隐性纳税人兜底”。 (25:00) 针对保司通过离岸“影子再保险”隐藏杠杆与软件行业信贷集中度风险，学者建议对复杂资产征收不透明性资本附加费，并借鉴银行业的“实力来源准则”要求PE母公司承担清偿责任。 (50:00)

Post-2008 regulatory changes pushed risky lending from banks into private credit, where private equity firms have increasingly paired high-yield debt with captive life insurance balance sheets. Researchers Andrew Granato and Pranjal Drall argue this creates a structural mechanism that socializes investment downside through state-level insurance backstops and tax credits. The Private Equity Insurance Flywheel (8:44) Over the past 15 years, private equity sponsors have integrated buyout subsidiaries, private credit funds, and life insurance carriers into a single operational flywheel, placing an estimated $1 trillion in life insurance assets under private equity control or influence. Rather than depending on traditional limited partners who require liquidity, buyout shops funnel illiquid, high-yielding private credit debt onto captive insurer balance sheets, which provide long-dated permanent capital from customer premiums. In these controlled arrangements, parent sponsors extract steady streams of asset management, administrative, valuation, and IT fees, replacing traditional high-grade public corporate bonds like AT&T paper with affiliated credit assets. Rating Arbitrage and Shadow Reinsurance Opacity (20:00) Evaluating private credit quality on insurer balance sheets is obscured by limited public disclosure. Under the National Association of Insurance Commissioners (NAIC) capital reserve framework, insurers rely on non-public "private letter ratings" from third-party agencies such as Egan-Jones to determine required capital reserves, an arrangement Granato and Drall describe as vulnerable to rating inflation. They note that insurers hold 10% to 15% of their total assets in private credit, with an estimated one-third of those loans concentrated in software and SaaS companies. Transparency is degraded further when insurers engage in shadow reinsurance by shifting liabilities and assets off primary balance sheets to captive reinsurers in jurisdictions such as Bermuda, Iowa, or Vermont. While standard U.S. life insurer assets are trackable down to individual CUSIPs in NAIC filings, moving portfolios into captive entities removes external visibility into underlying asset leverage. A notable disclosure lapse surfaced during a federal inquiry into Mark Walter and affiliated insurers, which led Delaware Life to adjust its reported proportion of affiliated holdings upward from 3%–5% to 40%. Guaranty Funds as Stealth Taxpayer Bailouts (25:00) Unlike the Federal Deposit Insurance Corporation (FDIC)—which uses a risk-weighted, pre-funded assessment structure—state insurance safety nets operate on a strictly post-insolvency basis. When a carrier fails, surviving insurers in states where it operated are assessed levies proportional only to their premium volume rather than their portfolio risk profile. This lack of risk-weighting creates an implicit subsidy for aggressive investing, since a reckless carrier faces no higher upfront assessment than a conservative peer. Crucially, around 34 states permit surviving insurers to offset these guarantee assessments dollar-for-dollar against their state tax liabilities over five years, with approximately 10 additional states allowing write-offs over ten years. Granato and Drall emphasize that this framework converts life insurance failures into an automatic, statutory diversion of state revenues without requiring legislative approval, functioning as an indirect taxpayer bailout for losses up to statutory policy caps (typically around $300,000). Run Vulnerabilities and Proposed Policy Remedies (45:00) Although life insurance liabilities are conventionally considered patient capital, certain non-traditional products carry bank-like run vulnerabilities. Whole life contracts containing cash-value accounts allow policyholders to surrender policies and withdraw funds on demand, mirroring the liability run that precipitated the failure of Executive Life in the early 1990s. Compounding this, state insurance regimes lack restrictions capping the returns or policy perks an ailing insurer can offer to attract fresh premium cash to delay collapse. To counter these structural misalignments, Granato and Drall outline several regulatory interventions. These include adopting a banking-style "source of strength" doctrine to force parent private equity firms to backstop affiliated insurer liabilities, levying capital surcharges in the form of a Pigouvian tax on hard-to-value private letter assets, and transitioning state guarantee associations to pre-funded models that eliminate offsetting state tax credits. The state-level insurance guaranty system remains untested by the potential failure of a major national insurer heavily invested in private credit, leaving unresolved whether state budgets or ad-hoc legislative bailouts would be forced to absorb claims exceeding current statutory limits.

法律学者 Andrew Granato 与金融学者 Pranjal Drall 指出，在后2008年金融监管促使信贷风险迁出银行体系的背景下，私募股权（PE）机构将高风险、非流动的私人信贷资产大规模转移至受监管的寿险公司资产负债表，利用州级保险保障基金和税收抵免机制将投资亏损变相转嫁给纳税人。 私募股权与寿险构筑的飞轮架构 (4:14) 2008年金融危机后，监管机构致力于将高风险借贷移出受强监管的传统银行体系，促成了私人信贷（Private Credit）的爆发式增长。Granato 解释，麦肯锡（McKinsey）所称的金融“飞轮”（flywheel）由同一家私募股权机构整合三个互联业务：传统杠杆收购分支、发放高收益贷款的私人信贷基金，以及提供长期吸储资金的人寿保险实体。寿险公司凭借其长期稳定的保费沉淀，成为吸收非流动性资产的天然承接地。 目前据估计约有1万亿美元的寿险资产处于私募股权机构的控制或影响之下。寿险机构系统性地将过去配置的 AAA 级传统公募企业债（如 AT&T 债券）置换为高收益、非流动的关联私人信贷资产。这不仅让机构免于承受传统有限合伙人（LP）对即时收益与流动性的赎回压力，还能通过向附属保险公司收取管理、估值、IT 及咨询等多层费用，在长期理赔兑现前预先抽走收益。 评级套利与零售端的偿付风险扭曲 (20:00) 普通零售保单持有人缺乏机构投资者的审查能力，极难看透保单背后的实际偿付风险。由于私人信贷缺乏公开二级市场交易，美国全国保险专员协会（NAIC）等监管机构依赖第三方评级机构出具的“非公开评级信”（private letter ratings）。如 Egan-Jones 等机构给出的虚高评级（例如 AA 级）直接对应监管资本要求，从而在非公开透明的运作中产生了严重的资产高估与评级通胀。 Drall 指出，该套利机制打破了金融学上的“年金之谜”（annuity puzzle）。由于私募股权控制的保险公司依靠私人信贷的高利差并层层抽佣，能够提供优于传统保司的即时收益率或年金支付条款以争夺市场份额。这一竞争策略将高风险的中小企业或软件即服务（SaaS）类私人贷款包装为与优质企业债相当的评级档位，让散户为了微小收益差承担数十年的未知违约风险。 隐形救助与保障基金的事后征缴缺陷 (25:00) 与联邦存款保险公司（FDIC）采用基于风险的事前收费储备基金不同，美国各州保险保障基金实行严格的“事后征税评估”（post-assessment）。当一家寿险公司破产时，注册地所在州联合各业务州，强行向幸存的正常保司征缴破产赔偿基金，用于填补法定限额（通常约30万美元）内的保单索赔。这不仅无法完全覆盖富裕保单持有人（30万美元限额仅覆盖约前40%的分位），而且在多达约34个州，幸存保司缴纳的救助费能在5年内享受100%的州税收抵免，另有约10个州提供10年抵免期。 学者们指出，这种由州税收全额对冲的制度，使每一次保司破产处置都实质沦为未经立法投票的“纳税人隐形救助”（stealth taxpayer bailout）。同时，事后征收机制按照保费规模而非资产风险收费，引发了严重的道德风险：濒临倒闭的险企像“霍姆斯式坏人”一样，有强烈冲动在毫无前期惩罚的情况下大肆配置高风险信贷资产并压低保费吸储，最终亏损却由审慎经营的竞争对手和公众财政买单。 资产集中、影子再保险与监管改革建议 (40:00) 私人信贷在保司资产中的占比已达到10%至15%，其中约三分之一集中在软件及 SaaS 公司。与此同时，整头寿险的现金价值准备金条款让客户具备随时提现权，一旦发生恐慌可能重演类似1990年代行政人寿（Executive Life）破产的挤兑危机。保司还利用“影子再保险”（shadow reinsurance），将资产与负债跨境转移至百慕大、爱荷华或佛蒙特等低税收、低信息披露的专属子公司，彻底规避了 NAIC 对公开资产 CUSIP 编码的穿透审查。 近期针对 Mark Walter 旗下特拉华人寿（Delaware Life）的调查显示，其实际关联资产比例高达40%，远非此前自称的3%至5%。为此，Granato 与 Drall 提出了针对性的监管建议：一是引入庇古税，对不透明与复杂的私人信贷及非公开评级资产直接征收更高的监管资本附加费；二是废除各州保障基金的事后税收抵免，转向类似 FDIC 的事前风险加权基金；三是移植银行业的“力量来源原则”（Source of Strength Doctrine），在保险实体倒闭时强制追究母公司 PE 机构的财务兜底责任。 该讨论揭示了后危机时代监管政策的戏剧性讽刺：旨在防范纳税人兜底的信贷风险迁移，最终在州级监管碎片化与税收抵免制度的庇护下，于万亿美元体量的寿险市场重建了一个极具隐蔽性、缺乏抗挤兑测试的道德风险网络。

## Background 本期节目来自 Bloomberg 旗下知名播客栏目《Odd Lots》，于 2026 年 7 月 31 日发布在 RSS 及网页平台。节目由主持人对话来自德克萨斯大学奥斯汀分校的 Andrew Granato 与耶鲁大学的 Pranjal Drall，围绕其学术论文《Private Credit's State Backstop》深入探讨私募股权（PE）与私人信贷为何大举进军寿险业，以及这种深度绑定背后的系统性风险与纳税人兜底机制。 ## TL;DR 节目深入剖析了金融监管层在 2008 年后将高风险借贷移出传统银行、却意外导致私人信贷逆流涌入寿险资产负债表的演变过程。大型 PE 机构通过直接掌控寿险平台，不仅获取了海量且低成本的“永久资本”以承接高收益、非流动性的底层贷款，还通过复杂的关联交易抽取管理及咨询服务费。然而，由于美国寿险业缺乏统一的联邦监管，高度依赖保费规模而非风险加权的事后担保基金机制，加之各州普遍存在的税收抵免制度，高风险信贷若发生系统性违约，其潜在亏损最终将被悄然转嫁给地方纳税人与普通公众。针对这一结构性缺陷，学者提出了向复杂资产征收庇古税、设立事前全额基金以及引入银行法中的“力量源泉学说”等政策解法。 ## Atmosphere & style 对话充满严密的学术求证与金融机锋，主持人 Tracy Alloway 和 Joe Weisenthal 秉持敏锐务实的追问风格，既能用生动的比喻解构深奥的资产负债表与监管套利，又保持着对宏观系统性风险的警醒与审视。整场讨论在揭露隐秘金融工程的冷峻抽丝剥茧与带有讽刺意味的行业现实（如激进险企虚高评级、关联交易大幅瞒报）之间自然切换，兼具智识上的深度穿透力与对潜在金融风暴的隐忧张力。 ## Bulletin - `06:20` 监管层在 2008 年后致力于将高风险借贷移出受存保兜底的银行体系，但这些资产经由私募信贷包装后，大规模回流至受各州隐性兜底的人寿保险公司资产负债表。 - `30:00` 州级保险保证基金采用“事后征税摊派”而非 FDIC 的事前风险费率制，倒闭险企事前缴费为零，且幸存同业分摊的救助金在约 34 个州可享受 5 年全额税收抵免，实质构成了隐性纳税人买单。 - `22:15` 私募股权控股险企常利用“私信评级”（Private Letter Ratings）制造监管评级套利，并通过百慕大等离岸“影子再保险”隐藏高杠杆与底层资产明细，规避穿透监管。 - `56:15` 古根海姆旗下保险公司在面临联邦司法调查后，其关联资产披露占比从原先申报的 3%~5% 骤升至 40%，印证了险资自融与底层风险瞒报的严重程度。 ## Key takeaways - `01:40` 投资的核心伦理在于风险自负，但金融工程往往致力于构建“利润私有化、损失外部化”的非对称架构，储户与保单持有人是社会契约中最不可接受违约的两类债权人。 - `04:15` 2008 年金融危机后，监管层意图引导高风险贷款进入自负盈亏的私募工具，但寿险资金因久期长、流动性要求低的“耐心资本”特性，成为消化高收益私募信贷的天然资产池，导致风险大迁徙与危险回流。 - `07:55` 大型私募股权（PE）通过打造杠杆收购（LBO）、私募信贷基金与人寿保险的“三合一飞轮”，利用险资提供的永久资本打通了从资产创设到表内沉淀的闭环。 - `12:00` 从第三方市场化委托转向 PE 全资控股的完全附属模式后，险企沦为被动的“资产留置池”，PE 资管平台还通过 IT 运维、咨询与尽调等关联服务费向母公司持续抽血。 - `17:30` PE 旗下险企利用非流动性私募信贷的高收益在前端打价格战，以高年金给付率破解“年金之谜”，实质上是将数十年的跨期兑付违约风险转嫁给了公共兜底体系。 - `22:15` 全美保险监督官协会（NAIC）高度依赖未向公众公开方法论的“私信评级”，导致私募信贷在险企资产负债表上滋生了严重的评级套利与系统性过度估值。 - `27:30` 与 FDIC 事前收取风险保费不同，各州保险保证基金在险企爆雷后才向存活同行摊派，激进投资机构事前零出资却享受完整兜底，形成了极端逆向激励与霍姆斯式“坏人”套利。 - `30:00` 全美约 34 个州允许同业将分摊的保证基金款项在 5 年内进行全额州税抵免，这使得倒闭亏损在未经任何民意表决的情况下直接转化为“隐性纳税人纾困”。 - `32:41` 各州最高约 30 万美元的保单法定赔偿上限仅能覆盖约 40% 的保单，面对数千亿规模险企潜在倒闭的系统性冲击，各州分散救助机制从未经历过实战检验，极易逼迫地方政府进行政治救助。 - `42:47` 美国保险业受限于《麦卡伦-弗格森法案》的历史沿革，监管权长期割裂在各州，准监管机构 NAIC 更是缺乏穿透执法的非营利法人，难以应对跨市场复杂金融结构。 - `45:00` 险企并非对“挤兑”免疫：资产端约三分之一的私募信贷集中于高杠杆 SaaS 软件企业，负债端的终身寿险现金价值账户则允许投保人随时提款，具备类同活期存款的双向踩踏风险。 - `50:00` 险企广泛通过设立在百慕大、佛蒙特等低监管辖区的专属再保险公司进行分保，将资产剥离出本土 NAIC 的 CUSIP 级穿透监控范围，形成不透明的“影子再保险”黑箱。 - `51:30` 学者建议针对结构复杂的非标信贷开征“庇古税”（资本附加费），取消保证基金的税收抵免并转向事先足额预付，同时引入银行法“力量源泉学说”要求 PE 母公司承担兜底追偿责任。 - `56:15` 马克·沃尔特与古根海姆旗下保险实体因司法调查被迫将关联资产比例由 3%~5% 调增至 40%，印证了私募巨头借险资搞自融与不当关联交易的现实警局。 ## Detailed walkthrough ### `01:40` 投资的核心法则与“拒绝当接盘侠”的人性本能 金融与投资领域存在一条最底层的基本法则，这也是维系整个市场运转的核心逻辑：投资者理论上可以把资金投向世上任何荒谬或愚蠢的标的（哪怕是狗狗币 Dogecoin），但唯一的铁律在于——一旦投资失利、全盘崩溃，承担损失的必须是投资者本人。虽然理想状态下的投资不应对他人造成负面外部效应，但在现实中，无论是商业银行、多策略多平台对冲基金，还是其他复杂的金融架构，金融工程的精髓往往都在于设法打破这条铁律，实现“利润归自己，亏损由别人承担”的非对称结构。 当金融体系打破这种风险与收益的对称性，将亏损转嫁给外部时，往往会引发公众极其强烈的愤怒。2008 年的全球金融危机便是最典型的例证：华尔街各大银行将资金肆无忌惮地押注在合成债务抵押证券（Synthetic CDOs）等高风险衍生品上，最终却由纳税人出资予以实质救助，而纳税人从未参与过这些高风险资产的投资决策。这种情绪不仅局限于政府救助场景，也同样出现在借壳上市（SPAC）的热潮中——发起人通过促成交易赚取数额惊人的佣金，自身却不承担资产破裂的下行风险。在整个金融行业中，一旦某个环节被发现缺乏所谓的“切身利益”（skin in the game），就会引发普遍的反感，因为“没有人愿意成为不知情的接盘侠”。 ### `04:15` 从 2008 危机到监管初衷：不可触碰的两类债权人 2008 年危机在私人信贷（Private Credit）的爆发式增长中起到了关键的铺垫作用。当年传统银行因自营业务崩盘而接受政府救助后，金融监管层与决策者做出了一个深思熟虑的主动选择：他们致力于将高风险贷款从受到严格监管、拥有存款保险兜底的银行体系中挤压出去，引导其流向独立的投资工具和投资基金。其核心构想在于，若这类非银投资工具遭受重创，损失将完全由自愿承担风险的合格投资者自行吸收，而不至于通过联邦存款保险或公共财政纳税人救助实现“风险社会化”。 从金融伦理与社会契约的角度来看，金融体系中存在两类最特殊的债权人，社会和公众绝对无法接受让其沦为承担损失的接盘人： - **银行储户**：虽然储户把钱存入银行在法律和资产负债表结构上属于“对银行的贷款”，但社会大众绝不认同储户是在向银行承担信用风险，人们默认银行存款具有绝对的确定性与兑付保障。 - **保单持有人（Policyholders）**：购买人寿或财产保单的人同样向保险公司提供了庞大资金，其性质虽与银行即期活期存款有所不同，但如果一家保险机构爆仓，让投保人承担资产归零的代价，这在民主社会的公序良俗与政治层面上是绝对不可接受的。 ```mermaid flowchart TD accTitle: 监管意图与风险回流机制 accDescr: 展示监管层最初试图将风险移出银行体系，但风险最终经由私募信贷再次回流至受监管的保险体系的过程 subgraph Phase1["2008 年后的监管设想"] A["传统银行系统<br/>（储户有政府兜底）"] -->|"剥离高风险信贷"| B["私人信贷 / 投资基金<br/>（合格投资人自负盈亏）"] end subgraph Phase2["当前的现实回流"] B -->|"高收益/非流动性资产沉淀"| C["保险公司资产负债表<br/>（保单持有人受国家兜底）"] C -.->|"若发生系统性亏损"| D["隐性州级保障与纳税人买单"] end ``` ### `06:20` 风险大迁徙：从银行、私募信贷到保险公司的“危险回流” 监管层最初的设想是将违约风险隔绝在中小型企业的私募借贷基金中，由富有风险承受能力的机构 LP 买单，这本被视作一种良性的风险隔离机制。然而，令人担忧的现实是，信贷风险在离开银行体系并包装为“私募信贷”后，并未停留在完全封闭自担的基金内，反而顺着收益率的诱惑，大规模渗透进了另一类受严格监管的金融支柱——保险公司。 保险公司与银行虽然在资产负债表的流动性兑付节点上有所不同（银行面临随时可能发生的即期提款需求，而保险公司的给付则取决于保单的固定期限或特定出险事件的触发），但二者在本质上都是以借入公众资金进行资产运作的商业机构。由于人寿保险业务拥有期限极长、流动性要求低的负债端特性，被市场视作极为罕见的“耐心资本”（Patient Capital）。这使得人寿保险公司天然有能力长期持有非流动性资产，以换取极具吸引力的非流动性溢价与超额收益率，因而被私募信贷视为最天然的资产接收池。但这种深度的资金嵌套，重新打开了关于“谁在最终承担违约损失”的潘多拉魔盒。 ### `07:55` 私募股权的“飞轮效应”：保险、杠杆收购与永久资本的合体 针对私募信贷、私募股权（PE）与保险业之间日益加深的共生关系，本期节目邀请了《私人信贷的国家兜底：私募股权如何通过保险公司转嫁风险》（*Private Credit's State Backstop: How Private Equity Socializes Risk Through Insurers*）的两位作者：来自得克萨斯大学奥斯汀分校法学院的助理教授安德鲁·格拉纳托（Andrew Granato）以及耶鲁大学金融经济学 JD-PhD 候选人普兰贾尔·德拉尔（Pranjal Drall）。 在剖析私募巨头为何对保险公司趋之若鹜时，麦肯锡（McKinsey）曾将这种内部闭环机制形象地称为“飞轮效应”（Flywheel）。现代大型私募巨头往往同时操盘三个核心业务板块，三者之间在理论上能产生极强的协同效率与利益绑定： 1. **传统杠杆收购（LBO）子公司**：负责寻找标的企业，并通过借入大量杠杆资金将其全资私有化或控股收购。 2. **私人信贷（Private Credit）基金**：作为资金提供方，专门向被收购企业或外部借款人发起高风险、高收益的直接贷款。 3. **人寿保险（Life Insurer）平台**：拥有由广大保单持有人构成的庞大负债端资产，提供来源稳定、久期极长且赎回门槛极高的“永久资本”（Permanent Capital）。 在典型的传统私募信贷基金中，普通合伙人（GP）必须时刻面对有限合伙人（LP）对短期流动性、分红及业绩表现的严苛审视；然而，一旦将人寿保险公司收入囊中，PE 便获得了近乎无限沉淀资金的资产负债表。PE 在收购企业时，可以直接安排旗下的信贷平台提供借款，甚至争取到更宽松的契约条款；随后，信贷部门发行的这批高度缺乏流动性、但账面收益可观的私募债权，可以直接被灌注并沉淀在旗下寿险公司的资产负债表上。这使得大型资产管理机构能够在集团内部打通资产创造、资金借贷与长期资金消化的全链条，在理论上实现了“三赢”，但其潜藏的系统性风险与利益冲突也正在急速放大。 ### `10:00` 耐心资本的演变与私募股权大举进军寿险 寿险公司并非自建庞大的信贷审核团队，而是倾向于将私募信贷业务外包给深耕该领域数十年的头部私募股权（PE）机构，利用其规模效应获取专业借贷能力，同时自身继续持有传统的公开市场信用债。这种两大领域的融合为参与者带来了惊人的收益。对冲基金或公募基金经理在市场暴跌时往往面临巨大的客户赎回压力而被迫斩仓，相比之下，像沃伦·巴菲特（Warren Buffett）这样富有传奇色彩的投资者早就洞察到了精髓：保险资金作为“浮存金”，是一种极为罕见且极具价值的“耐心资本”。 然而，近十五年来私募股权机构的操作发生质的变化，关键在于其投资策略激进化程度空前提升。PE 机构不再满足于简单的外部合作，而是开始大规模直接收购人寿保险公司。据最新估算，目前由 PE 机构控制或置于其投资范围内的寿险资产已达到数千亿美元之巨。在此背景下，寿险公司的资产负债表结构发生了剧烈转变。过去，人寿保险公司向来以持有极其保守、呆板的资产组合闻名（例如评级极高的 AT&T 公司债券），如今这种传统正在全行业被打破，而引领这一浪潮的正是 PE 机构，特别是将资金大举导向与其自身关联的私募信贷项目及被投企业。 - **耐心资本的独特性**：与传统共同基金面临赎回潮不同，寿险负债具有长久期、负债端提现受限的特点，为高收益非流动性资产提供了稳定的持有基础。 - **投资组合激进化**：PE 旗下险企逐渐摒弃传统的 AAA 级国债或公开发行企业债组合，大幅向私密、定制化的非公开借贷倾斜。 - **关联投资占比攀升**：大量寿险资金流入 PE 自家发起的私募信贷工具或注入其控股的底层被投公司。 --- ### `12:00` 资产负债表的控制权：从第三方外包到完全附属 当私募信贷发起机构买下一家保险公司后，二者的权力关系究竟如何运作？是直接施加行政指令、礼貌性建议，还是将此前仅向少数精英开放的专属资产包装成“独家特许”推销给险资？从历史上看，资产管理公司为保险公司代管资产并不新鲜，早在 2000 年前后安联（Allianz）收购品浩（PIMCO）便是一个典型案例。然而，不同合约结构之间的自主权差异巨大，呈现出一个广阔的光谱。 在光谱的一端是相对良性的第三方外包模式：保险公司面向全市场招标，寻找能够捕捉非流动性溢价、实现更高回报的最佳私募信贷机构，各家 PE 机构在公开竞争中凭借专业能力争取这笔资产管理份额。在这种第三方合作中，保险公司拥有独立的董事会与议价能力，其核心动机是为保单持有人争取更优厚的收益。然而在光谱的另一端，也是学者和监管机构最担忧的一端：险企完全被大型资管机构收为子公司。在这种完全附属的模式下，险企的资产负债表几乎丧失了自主决策权，完全听命于母公司资管平台的整体利益调遣。 ```mermaid flowchart TD accTitle: 保险资产管理架构对比 accDescr: 对比独立第三方委托模式与PE控股闭环模式的治理结构与利益流向 subgraph Independent ["第三方市场化委托模式"] direction TB InsurerA["独立寿险公司<br/>（拥有独立董事会与充分议价权）"] PE_Market["外部优秀私募信贷机构<br/>（通过市场竞标争取管理权）"] InsurerA -->|"支付合理管理费 / 监督业绩"| PE_Market PE_Market -->|"投向高质量非流动性资产"| AssetsA["分散化市场信贷资产"] end subgraph Captive ["PE 控股关联闭环模式"] direction TB PE_Parent["PE 资管母公司<br/>（总揽资产配置战略）"] InsurerB["受控寿险子公司<br/>（资产负债表作为资金池）"] Affiliates["关联私募信贷 / PE 底层被投企业"] PE_Parent -->|"完全控制决策 / 制定配置要求"| InsurerB InsurerB -->|"单向输送资金"| Affiliates InsurerB -->|"抽提取管理费及多重服务费"| PE_Parent end ``` --- ### `14:00` “资产留置池”与关联交易费用的全面渗透 在两种模式下，保险公司都需要支付管理费用，但背后的激励机制天差地别。在第三方委托中，未被绑定的险企会竭尽全力压低费率并严格把关投向；而在 PE 控股的险企平台中，保险实体往往沦为一个被动的“资产留置池”（holding pen）。 更为隐秘的是，PE 机构不仅从险资中提取基准的资产管理费，还衍生出极其复杂的关联服务费链条。包括IT运维系统、第三方估值、会计核算、尽职调查以及战略咨询在内的各项业务，均被外包给 PE 旗下的关联实体或内部团队，并向保险公司收取不菲的费用。保险公司的日常实体在法律与治理层面上退居次席，大量的经济活动与价值抽取全部发生在保险法人资格之外的 PE 赞助人控制区，实质上将受监管的险资转变成了母机构源源不断的现金流供给站。 --- ### `17:30` 年金之谜、产品定价与长期违约隐忧 这一整套机制最终对末端的保单购买者带来了怎样的经济影响？普通消费者在购买终身年金时（例如退休后每月领取 5,000 美元），根本无法穿透看到底层错综复杂的 IT 费用扣除、管理费分成与高风险信贷资产配置。这直接触及了现代金融学中著名的“年金之谜”（Annuity Puzzle）：理论上，能够对冲长寿风险的终身年金是最具保障效用的养老投资工具，但全社会对其的实际购买量却始终远低于理论最优值。 学术界数十年的研究表明，消费者对年金望而却步的一个核心原因在于传统产品的性价比低下——产品定价过高、条款苛刻，市场竞争明显不足。然而，受 PE 控股的险企介入后，凭借私募信贷资产更高的名义收益率与流动性溢价，叠加多元化收费渠道带来的盈利空间，它们开始在前端产品市场上以更具吸引力的条款、更慷慨的年金给付率大打价格战。经验数据证实，PE 旗下的险企在争取保单销售方面展现出了极强的价格竞争力，使投保人在短期内似乎获得了实惠。但核心隐患在于期限错配与信用风险：在眼前看似优惠的合同背后，当数十年后保单集中进入兑付期时，底层高杠杆、不透明的私募信贷资产是否会发生大面积坏账并击穿偿付能力，构成了极具系统性风险的长远危机。 - **年金之谜的经济学现实**：年金长期处于配置不足状态，根源在于传统保险机构产品定价昂贵、消费者感知价值不高。 - **短期让利与前端扩张**：PE 旗下险企依靠非流动性信贷的高收益补贴前端费率，以更具诱惑力的年金回报率迅速做大规模。 - **跨期风险转移**：短期的低保费、高给付掩盖了底层资产的高风险实质，在数十年的超长负债周期下，最终兑付时的尾部风险被转嫁给了整个金融安全网。 ### `20:00` 信息不对称与“良性飞轮”的幻象 普通个人在购买年金险或人寿保单时，根本没有能力也没有信息渠道去评估保险公司的真实信用与偿付能力风险。作为经历过 2008 年全球金融危机（GFC）的一代人，很多人往往抱着一种无可奈何的心态：“我可能要过 20 年才退休，谁知道到时候哪家机构还能活着？”普通零售保单持有者与私募信贷基金的机构投资者（如捐赠基金、非营利组织、大型养老金）存在天壤之别。普通人只是买了一份普通的人寿保险，压根不会去想“资产负债表的另一端究竟在发生什么”，这种极度不对称的信息格局构成了整个问题的根基。 市场上以麦肯锡为代表的咨询机构与乐观派，通常将私募股权与保险资金的结合描绘为一个“良性飞轮”（virtuous flywheel）：私募股权机构获得了梦寐以求的“永久性资本”（permanent capital），而保险公司则获得了更高收益的资产，从而能够为投资者和保单持有人提供更丰厚的回报与更优的产品。然而批评者一针见血地指出，私募信贷本质上不同于公开交易的公司债，既没有透明的公开流动市场，也没有公开透明的评级（如传统大公司的 AA 或 AAA 级），外界根本无法洞察底层资产的真实质量与风险全貌。 - **机构 vs 散户**：大型养老基金和机构投资人配置私募信贷是深思熟虑的风险投资，而普通保单持有人对险企挪用资金配置高风险资产完全处于无知状态。 - **“永久资本”叙事**：PE 机构通过掌控险企资产端摆脱了传统私募基金每隔几年就要募资退出的约束，将巨量保险准备金转化为稳定的放贷资金池。 --- ### `22:15` 私信评级与资产高估：NAIC 监管下的黑箱 过去两年间，市场对私募信贷估值可靠性的担忧近乎白热化。即使是在相对公开的商业发展公司（BDC）市场中，人们也能发现上市 BDC 交易价格相较于账面价值通常出现大幅折价，反映出市场普遍怀疑其贷款的季度账面估值虚高（not kosher）。但当这种逻辑进入保险领域时，情况变得更加封闭：监管机构全美保险监督官协会（NAIC）虽然能看到险企投资的各类资产（股票、现金、安全债券与私募信贷），但监管者能看到的不过是一个由第三方评级机构出具的“评分”。 NAIC 依赖评级结果将资产映射到 1 到 10 级的风险尺度上，以此计算险企需要匹配的法定资本。问题在于，很多私募信贷采用的是所谓的“私信评级”（private letter ratings）。像 Egan-Jones 这类评级机构出具的评级直接送交 NAIC，评级细节和论证过程完全不对公众公开。外界根本无从知晓该评级是如何得出的、由谁审查，也没有任何历史业绩记录可供比对。近期大量学术研究和经济学实证文献不断证实，这类私募信贷资产普遍存在严重的评级套利（ratings arbitrage）与估值虚高。 - **BDC 折价折射的估值风险**：公开交易的 BDC 普遍处于净资产折价状态，直接印证了底层资产估值水分。 - **私信评级（Private Letter Ratings）的隐蔽性**：评级机构仅对委托人出具私密报告，不向市场公开方法论与底层财务数据，形成事实上的监管黑箱。 - **学术实证的结论**：每周都有新的金融经济学论文指出，大量险资持有的私募信贷资产存在系统性的过度估值。 --- ### `25:00` 救助逻辑的重演与保险业特殊的公共托底 2008 年金融危机期间救助华尔街的核心争议之一，是花旗集团等大行的债券持有人几乎没有承担任何本金扣减（haircut），股权价值虽然蒸发了 95% 以上，但债务却被全额兑付。监管层当年之所以不敢让银行债权人承担损失，正是因为这批债券的大买家正是传统的“老派”保险公司——在 2006 年，持有花旗的优质债券就像持有 AT&T 债券一样被视作绝对安全的险资底仓，一旦对债权人动刀，就会立刻引爆整个保险体系。 然而，保险业面临的底层逻辑比银行业更加复杂。保险体系拥有一种完全不同于银行业的“公共托底”（public backstop），这一机制牵涉到完全不同的代理人问题，并且会将纳税人以及非投资人角色以极具扭曲的方式拖入损失承担者的漩涡之中。虽然保单持有人在法律层面上是保险公司的无担保债权人（作为负债列于险企资产负债表上），但由于存在“保险保证基金”（Insurance Guarantee Fund），使得社会化兜底与真实的资本结构错综复杂地交织在一起。 ```mermaid flowchart TD accTitle: 银行业与保险业公共托底机制对比 accDescr: 对比 FDIC 事前收费机制与各州保险保证基金事后摊派机制 subgraph Banking["银行业 (FDIC 模式)"] B1["银行日常运营"] -->|"按季度定期缴纳风险保费"| B2["FDIC 存款保险基金 (DIF)"] B3["某银行破产倒闭"] --> B4["动用预先积累的 DIF 基金清偿"] B4 -.->|"基金耗尽时"| B5["联邦政府全额信用兜底 / 纳税人拯救"] end subgraph Insurance["保险业 (州保证基金模式)"] I1["高风险激进险企"] -->|"事前出资: 0 美元"| I2["倒闭破产"] I2 --> I3["母州法院牵头 / 各州地方法院同步处理"] I3 --> I4["州保证基金向'幸存险企'事后摊派征税"] I4 --> I5["保单持有人获得法定上限内补偿"] end ``` --- ### `27:30` 联邦存保（FDIC）vs 州保证基金：荒谬的“事后摊派”机制 当普通公众思考金融托底机制时，最熟悉的是联邦存款保险公司（FDIC）。FDIC 采用的是“事前注资、基于风险定价”（pre-funded, risk-based）的机制：银行只要吸收存款，每季度就必须向 FDIC 缴纳基于风险评估的保费，沉淀为存款保险基金（DIF）。银行破产时首先消耗这笔准备金，只有在基金完全耗尽的极端情况下，才会动用联邦政府的信用托底或由国会通过类似不良资产救助计划（TARP）的法案进行纳税人救助。 与银行业截然不同，寿险公司的破产并不进入联邦破产法院，也不存在任何联邦层面的对口监管机构。保险监管完全分散在州一级，一旦某家人寿保险公司倒闭，由其注册母州（domiciliary state）牵头，在全美各州法院同步发起司法重组或清算。各州设有各自的“保险保证基金”，为保单提供法定上限的赔付（类似 FDIC 的 25 万美元上限，各州保单上限通常在 30 万美元左右；若保单面额为 20 万美元，保户只需继续缴纳保费即可确保身故全额赔付）。 这一机制最致命的缺陷在于其出资结构：州保证基金是“事后征税摊派”（post-hoc assessment）。保证基金平时并不维护资金池，而是等到有险企爆雷倒闭之后，强行向该州所有“活下来的”合规保险公司分摊这笔坏账支出。这意味着，那家激进配置私募信贷、最终引发崩塌的倒闭险企，事前为公共托底基金贡献的金额恰恰是“零美元”。让高风险行径的始作俑者完全不交保费，反而由稳健经营的同行在事后为其买单，构成了整个金融体系中最讽刺的逆向激励。 - **监管主体缺位**：没有类似 FDIC 的联邦单一保险监管机构，危机处置需要 50 个州法院协同操作，流程极度繁琐。 - **保障限额规则**：不同州法律规定略有不同，但通常将保障额度锚定在约 30 万美元基准线。 - **极端逆向淘汰**：激进险企赚取暴利时由 PE 收入囊中，一旦崩盘则由谨慎合规的幸存同行“事后摊派”，完全免除了自身的风险自负成本。 ### `30:00` 州级保险保障基金与“隐形纳税人纾困”机制 在人寿保险公司破产时，倒闭的机构本身已经资不抵债，无法再吐出任何资金，而行业救助成本便会转嫁给其他完全无关的保险公司。各州会根据近期在该业务险种中的保费市场份额，向其他存活的寿险公司分摊摊派金（Assessment）。例如，若一名俄勒冈州的投保人所持保单违约，俄勒冈州的其他寿险公司就必须掏钱垫付。 然而，随后的机制揭示了这一体系的本质：在绝大多数州，缴纳了分摊费用的保险公司可以获得全额或部分的州税抵免（Tax Credit）。全美约有 34 个州允许保险公司在 5 年内每年抵免 20% 的税款；另有约 10 个州允许在 10 年左右完成抵免；仅有约 6 个州完全不提供税收抵免。当分摊金被全额税收抵免冲销时，这种制度在经济实质上等同于“由纳税人出资对保险保单持有人进行救助”。该过程依据法律自动触发，根本无需立法机关或选民投票批准。承担损失的保险公司仅仅损失了资金的“时间价值”，其本质就是一场悄无声息的“隐性纳税人纾困”（Stealth Taxpayer Bailout）。 ```mermaid flowchart TD accTitle: 保险公司破产后的隐形纳税人纾困链条 accDescr: 展示倒闭寿险公司的保单如何由存活同业垫付，并最终通过州税抵免转嫁给普通纳税人。 subgraph S1["违约发生"] A["高风险寿险公司破产"] --> B["保单持有人索赔"] end subgraph S2["同业强制分摊"] B --> C["各州保险保障基金介入"] C --> D["存活寿险公司按保费比例垫资"] end subgraph S3["税收抵免转嫁"] D --> E["存活险企申请州税抵免 (全美约34州5年全额)"] E --> F["州财政收入减少 / 纳税人隐形纾困"] end ``` - **保障覆盖严重不足**：联邦存款保险公司（FDIC）对银行账户的法定保险上限为 25 万美元，足以覆盖普通储户的大部分存款；但人寿保险保障上限通常接近 30 万美元，仅能覆盖大约 40% 的寿险保单（位于第 40 百分位数），富裕阶层购买的高额保单大量敞口未被覆盖。 - **跨州协调危机未历实战**：全美各州（如艾奥瓦州、俄勒冈州、纽约州、田纳西州）各自独立运作保障基金。历史上从未出现过资产规模达数千亿美元的全国性大型寿险公司倒闭并通过保障基金进行清理的先例（2008 年 AIG 是由联邦政府直接注资救助），该机制完全未经受过系统性压测。 --- ### `32:41` 道德风险：无上限竞争与“坏人”套利 现行机制在制度设计上存在多层缺陷：一方面设立了隐性的纳税人兜底，另一方面该兜底却无法像 FDIC 那样让广大保单持有人真正高枕无忧。更为严重的是，FDIC 会在银行陷入困境前按期收取保费，并在必要时对高息揽储设定上限（防止濒死银行开出 15% 的高息存款利率孤注一掷）；而保险保障基金采用的是事后分摊制（Post-Insolvency Assessment）。 这种事后追偿机制滋生了极度扭曲的道德风险。依据霍姆斯式“坏人理论”（Holmesian bad man），一个自利且追求利益最大化的保险管理者在陷入财务困境时，理性的选择是进一步加大赌注：投资更高风险的资产，同时向保单持有人开出极其优厚的价格以迅速吸纳保费现金流。因为一旦赌输，损失全由幸存的竞争对手和公众纳税人承担。与此同时，察觉到同业即将崩盘的健康公司甚至会有退出市场的冲动，整个竞争机制缺乏有效的反向刹车阀门。 --- ### `36:34` 永久资本、监管套利与评级通胀逆淘汰 当私募股权（PE）与私人信贷（Private Credit）大举杀入寿险领域时，背后的核心诱因并非仅仅是获取被动的兜底，而是寿险资产负债表提供了无可比拟的“永久资本”（Permanent Capital）属性。普通私募基金面临有限合伙人（LP）的定期赎回与严密审视，但寿险公司面对的是极度分散的散户保单持有人。由于大部分保单被认定享有某种形式的兜底，散户债权人几乎不会对管理层的底层资产配置指手画脚。这种“没有人天天在耳边怒吼斥责”（not having people yell at you）的宽松环境，使得私募机构能以极低的监督成本在表内大举配置高收益的私人信贷。 然而，这种不透明的生态催生了严重的劣币驱逐良币效应： - **评级通胀对优质信贷的挤压**：假设市场上存在两位投资经理，一方坚持在表内配置投资级（Investment Grade）的高质量私人信贷（例如涉及大型电信企业 AT&T 级别的项目），另一方则利用伊根-琼斯（Egan-Jones）等激进评级机构的评级通胀，引入针对芝加哥中端市场 SaaS 软件公司的高风险、高收益贷款。 - **NAIC 监管套利**：全美保险专员协会（NAIC）的资本计提规则严重依赖外部信用评级。当高风险私募贷款通过评级通胀获得与优质资产相同的监管等级档位（Notch）时，优质资产管理人在动态竞争中反而因收益率落后而遭受惩罚，促使整个行业在不透明的估值掩护下进一步隐藏风险并推高系统脆弱性。 ### `40:00` 担保基金的设计缺陷与政治兜底预期 在探讨保险业与私募信贷的交织时，州级担保基金（Guarantee Funds）的制度设计暴露出显著的道德风险。银行业监管中，银行向联邦存款保险公司（FDIC）缴纳的评估保费是基于风险加权的（risk-weighted），资产组合风险越高，缴纳费率越重；然而，保险担保基金的评估缴费却完全基于保费规模（premium volume），与资产端的风险毫无关联。这意味着，两家保费规模完全一致的保险公司，哪怕一家恪守传统进行高度保守的投资，另一家像“疯子”一样疯狂押注高风险的私募信贷，后者所享受的公共隐性兜底的预期价值却要庞大得多。这实际上通过底层兜底机制，向高风险投机机构输送了一笔隐性补贴。 ```mermaid flowchart TD accTitle: 银行业与保险业兜底机制及风险评估对比 accDescr: 对比银行FDIC按风险加权缴费与保险担保基金按保费规模缴费所产生的逆向激励 subgraph Banking["银行业 (FDIC 模式)"] B1["银行资产端风险"] --> B2["风险加权评估"] B2 --> B3["高风险机构缴纳更高保费"] B3 --> B4["约束过度投机行为"] end subgraph Insurance["保险业 (州担保基金模式)"] I1["激进投资 vs 保守投资"] --> I2["纯保费规模评估 (无视风险)"] I2 --> I3["隐性公共补贴流向高风险机构"] I3 --> I4["破产危机与逆向税收抵免反馈"] end ``` 针对担保基金通常只赔付到特定上限（如保单价值前40%的分位数），主持人和嘉宾讨论了是否存在未成文的“隐性救助”。现实中，政客尤其是地方州政客很难眼睁睁看着本州选民承担损失。购买人寿保险却遭遇保险公司破产的投保人，堪称“世界上最值得同情的人群”；一旦爆雷，在州政府层面推动财政救助弥补差额几乎是毫无阻力的政治选择，即便不需要经历类似当年问题资产救助计划（TARP）那样艰难的国会表决，地方纳税人最终仍难逃买单命运。更糟糕的是，危机时期还会出现恶性反馈循环（perverse feedback loop）：如果宏观经济恶化导致大型保险公司倒闭，担保基金向其他已在承压的保险公司强行摊派救助资金，这无异于落井下石，甚至引发连环破产。尽管多数州允许用未来的税收抵免来平摊这笔成本，但若碰上利率飙升，在5到10年内分期抵免的资金时间价值损失，将使健康保险公司的流动性压力雪上加霜。 ### `42:47` 历史根源：各州监管割裂与 NAIC 的体制演变 面对这套充满漏洞的监管架构，对话深入追溯了美国为何至今仍由各州独立监管保险业的历史根源。这一体制最早可追溯至19世纪最高法院对美国宪法“商业条款”（Commerce Clause）的狭义解释。在当时的一起著名判例中，最高法院认定保险业务不构成州际贸易，因此联邦政府无权管辖。到了20世纪40年代，最高法院虽然顺应扩大联邦监管权力的潮流推翻了先前的先例，但国会随即通过了《麦卡伦-弗格森法案》（McCarran-Ferguson Act），明确声明：除非国会专门立法宣布直接监管保险，否则一切监管权力均保留给各州。 此后，美国历史上数次出现呼吁建立联邦统一保险监管的浪潮，这些浪潮通常都伴随着行业破产潮或严重违规丑闻。然而，每次联邦试图介入时，全国保险专员协会（NAIC）都会出面化解阻力。NAIC 名义上是一家非营利组织，并非正式的公共政府机构，却扮演着准监管者的角色。 - **1960至1970年代的应对**：财产与意外险领域爆发破产潮，国会拟立法建立类似 FDIC 的联邦保险兜底机制；NAIC 与各州为阻截联邦集权，迅速牵头在各州自建了如今的“州级担保基金”。 - **各州立法的深度绑定**：许多州在立法上彻底将规则制定权让渡给 NAIC，例如印第安纳州等州在法规中直接写明：NAIC 未来发布的任何示范法或规则变更，都将自动并入本州法律生效。这种将主权立法权彻底让渡给非营利性协会的安排，在现代行政法中极其罕见。 ### `45:00` 资产端与负债端：保险业是否真的对“挤兑”免疫？ 传统金融理论认为，银行业容易在资产端（如次贷危机中的房贷违约）与负债端（如硅谷银行式的储户集中提款）同时遭遇高相关性的挤兑；而传统保险业因为负债往往绑定于死亡、退休或意外事故等分散、延迟发生的事件，被视为拥有“永久资本”，似乎不存在传统意义上的挤兑风险。然而，两位学者在即将发表的后续论文中对此提出了颠覆性反思，认为保险业无论在资产端还是负债端，都潜藏着高度相关的系统性脆弱。 ```mermaid flowchart LR accTitle: 保险业潜在挤兑风险的资产与负债双重暴露 accDescr: 分析保险公司在资产端过度集中于SaaS私募信贷与负债端含现金价值保单的挤兑机制 subgraph AssetSide["资产端风险 (Asset-side)"] A1["保险资产 10%-15% 配置于私募信贷"] --> A2["私募信贷中约 1/3 流向中型软件/SaaS企业"] A2 --> A3["NAIC监管资源匮乏，缺乏现场行业集中度监控"] end subgraph LiabilitySide["负债端风险 (Liability-side)"] L1["终身寿险 (Whole Life)"] --> L2["内嵌现金价值准备金账户 (Cash Value Account)"] L2 --> L3["具有随时全额提现权利，性质类同活期存款"] end A3 & L3 --> Crash["双向挤兑风险：流动性收紧与踩踏出逃"] ``` 在资产端，联邦监管官员常驻银行现场，能直接干预跨行业集中度（如警告 SaaS 敞口）；相比之下，NAIC 的资源和执法手段远逊于联邦，跨州分散监管导致对底层集中风险的监控几乎形同虚设。目前人寿保险公司约有10%到15%的资产配置在私募信贷中，而私募信贷中多达三分之一流向了中型软件企业（SaaS）。一旦特定行业遭遇现金流危机，资产端的关联违约将直接重创保司。 在负债端，“保险不会发生挤兑”完全是针对极简传统保单的假象。现代复杂保单（如终身寿险 Whole Life）通常内嵌“现金价值准备金账户”（Cash Value Reserve Account），其性质类似于享有税收优惠的个人退休账户（如 Roth IRA）。投保人拥有随时提取这部分现金的法定权利，这意味着它在经济实质上等同于银行的活期存款。一旦某家持有巨额现金价值负债的保险公司爆出危机，投保人完全可能发起大规模踩踏式提款。 - **历史上的挤兑先例**：20世纪90年代初，曾重仓高收益垃圾债的 Executive Life 就因财务恶化爆发了真正的投保人挤兑风潮。 - **侥幸与体量**：Executive Life 当时仅有数十亿美元资产，未酿成跨市场金融崩溃，但这并不意味着体量庞大的现代巨头在极端行情下能免受负债端挤兑的冲击。 ### `48:38` “影子再保险”与风险的层层转移 对话最后转向了保险体系内部更隐蔽的复杂网络——再保险（Reinsurance）。直保公司为了将风险资产与负债从自身资产负债表中剔除，通常会引入外部独立的再保险公司进行分保。然而，在私募信贷与私募股权（PE）介入后，行业内演化出了一种被两位学者称为“影子再保险”（Shadow Reinsurance）的模式，即通过错综复杂的关联实体与离岸架构层层嵌套，将监管视线内的资本压力转移至缺乏监管穿透的表外渠道，进一步加剧了金融系统的隐形风险。 ### `50:00` 专属再保险与离岸“影子再保险”的不透明黑箱 寿险公司（尤其是私募股权支持的寿险公司）管理资产负债表的关键手段之一，是利用附属的专属再保险子公司（captive subsidiary reinsurer）。这些专属再保机构可以设立在任何司法管辖区，从而适用截然不同的公司法、州法或税法体系。百慕大（Bermuda）是最受青睐的注册地之一，同时美国本土的一些州（如爱荷华州和佛蒙特州）为了与百慕大竞争，也推出了极具吸引力的低税率与宽松监管规则。然而，这种操作导致原保险公司与其专属再保公司之间的资产负债表彻底失去了透视度与透明度。 一旦寿险公司将资产和负债分保至这些离岸或跨州的实体，相关资产就会从原保险公司的账面上消失，并隐匿进再保险公司的内部资产负债表。在美国本土，监管机构 NAIC（全美保险专员协会）的数据质量极高，外界甚至可以在季度报告中逐笔查询到具体 CUSIP 代码级别的持仓明细。但只要资产被打包转移至这些所谓的“影子再保险公司”（shadow reinsurers），外界就完全丧失了对其底层资产质量和风险状况的洞察力。 ```mermaid flowchart LR accTitle: 影子再保险转移结构 accDescr: 展示原保险公司将资产分保至离岸或特定州专属再保公司导致监管透明度丧失的流程 subgraph US["美国本土监管视线内"] A["美国持牌寿险公司<br/>(NAIC 披露 CUSIP 明细)"] B["保单持有人负债 / 私募信贷资产"] end subgraph Offshore["专属影子再保险公司"] C["百慕大 / 爱荷华 / 佛蒙特<br/>专属再保子公司"] D["资产脱离监管穿透<br/>(零资产负债表透明度)"] end A -->|"再保险分保"| C B -->|"资产与负债剥离"| D ``` - **离岸与本地竞争**：百慕大是专属再保的首选枢纽，爱荷华州和佛蒙特州等本土州亦通过放宽标准与之竞争。 - **透明度断崖**：NAIC 季度数据可精确到单只证券代码（CUSIP 级别），但分保后底层资产彻底沦为黑盒。 --- ### `51:30` 监管破局：针对复杂性的庇古税与“力量源泉学说” 特蕾西·阿洛威（Tracy Alloway）指出，《Odd Lots》不能只停留在提出问题并感慨“问题永远无法解决”的惯性中，安德鲁·格拉纳托（Andrew Granato）与普兰贾尔·德拉尔（Pranjal Drall）的论文实际上为化解潜在危机提出了切实的政策路径。德拉尔和格拉纳托认为，NAIC 等监管机构的核心任务是将下行风险与实际控制人重新绑定，第一步必须从“估值改革”入手。当前私人信贷估值中普遍存在的结构性盲目乐观、定制化非流动性贷款缺乏公开市价，以及私密评级（private letter ratings）过度慷慨，都构成了严重隐患。 为此，作者建议针对不透明性开征“庇古税”（Pigouvian tax）——对结构性难以估值的复杂资产直接加征监管资本附加费（regulatory capital surcharge）。由于对数百亿美元非标定制贷款进行底层资产逐笔审查既不现实也耗费大量资源，监管机构只需对“资产复杂性本身”征税。在保单保障基金层面，可以取消保险公司因缴纳保障金而享受的州级税收抵免，并转向类似 FDIC（联邦存款保险公司）的事先预付基金模式（pre-funding）。此外，他们建议从银行法中引入“力量源泉学说”（source of strength doctrine）：若旗下保险公司面临清算，母公司及控股集团内的所有关联方必须按比例承担保障基金的赔偿缺口，从而倒逼资本方谨慎行事。 乔·维森塔尔（Joe Weisenthal）对这一概念表现出极高兴趣，笑称“力量源泉学说”这个名字听起来极有气魄，带有某种“直接把意图写在脸上”的威严感，仿佛它应该承载比银行业监管远为宏大的主题，而非仅仅是技术性的金融法规条文。 - **复杂性附加费**：放弃成本过高的逐笔底层审查，直接对难以估值的非流动性私募信贷计提惩罚性资本附加。 - **保障基金重塑**：废除评估费税收抵免，由事后分摊转向事先足额预付制（Pre-funding）。 - **力量源泉学说（Source of Strength）**：强制私募控股集团及关联实体承担倒闭外溢成本，将下行亏损内生化。 --- ### `53:40` 节目总结与反思：资产负债匹配的“完美对称”与脆弱监管 访谈结束后，特蕾西与乔展开了深入复盘。特蕾西强调，私募信贷最初崛起的初衷是为了将高风险借贷活动移出受到严格监管的银行体系；然而讽刺的是，这些风险并没有凭空蒸发，而是兜兜转转重新流向了另一个同样受到高度监管、且承担公共保障职能的行业——保险业。这种资产兜转的现象不仅重要，而且长期以来在公共讨论中严重不足。 乔从宏观资产负债匹配（ALM）的角度指出，从理论上看，两者的结合呈现出一种“极其美妙的对称性”（"a beautiful symmetry"）。虽然在讨论时必须谨慎强调“并非所有私募信贷”都存在问题，但寿险负债的特质确实与长久期资产高度契合：保单持有人不是普通银行储户，他们无法轻易提款挤兑，资金往往需要沉淀数十年。这种长期资金池非常适合用来持有需要经受市场下行周期考验才能显现价值的非流动性资产。 但问题的关键在于，这种结合演变成了一种披着资产负债管理外衣的准监管套利（quasi-regulatory arbitrage）。全美之所以从未对保险资产质量产生恐慌，是因为历史上美国寿险公司绝大部分资产配置于极其枯燥、安全的投资级（IG）债券，从未发生过系统性的重大保险公司暴雷事件。这使得整套监管架构看似严密，实则全靠“透明胶带勉强粘合在一起”（"held together by scotch tape"）。一旦资产底层转向高风险、不透明的私募信贷，过去的平静将彻底被打破。 --- ### `56:15` 古根海姆调查风波与关联资产暴增的现实警钟 在节目录制当下，现实中已经拉响了风险警报。联邦检察官正在对洛杉矶道奇队老板、古根海姆投资公司（Guggenheim）掌门人马克·沃尔特（Mark Walter）展开调查。古根海姆旗下拥有特拉华人寿（Delaware Life）以及 Clear Spring 等关联保险公司。特蕾西调侃称，这些公司名字中虽带有“Clear（清澈、清晰）”，但其资产状况却极不透明。 此前，特拉华人寿等关联保险公司在公开财务披露中声称，其资产负债表上源自古根海姆控制或关联方的资产仅占总资产的 3% 至 5% 左右。然而在受到司法调查与额外监管审查后，他们发布的修订版财务报告令市场大跌眼镜——其关联资产的实际真实占比从原本申报的 3% 直线上升到了 40%。这一令人触目惊心的数字跃升，印证了论文中所警告的关联交易隐藏极深、估值与归类缺乏穿透的系统性隐患。随着类似案例不断浮出水面，私募信贷与保险业深度交织所带来的暗流，正在逐步演变成监管层不得不面对的现实危机。 - **案件焦点**：联邦检察官针对古根海姆（Guggenheim）掌舵人马克·沃尔特旗下业务展开调查。 - **涉事保险实体**：特拉华人寿（Delaware Life）与 Clear Spring。 - **惊人披露差距**：关联交易资产比例经调查后由原先申报的 3%~5% 重新修正飙升至 40%。 - **核心风险印证**：验证了私募股权机构利用关联保险公司自融并隐藏资产真实风险敞口的操作手法。 ## Notable quotes > `07:55` Private Credit's State Backstop: How Private Equity Socializes Risk Through Insurers — Andrew Granato & Pranjal Drall > `07:55` Flywheel — McKinsey > `14:00` holding pen > `20:00` virtuous flywheel — McKinsey > `20:00` permanent capital > `22:15` not kosher > `36:34` not having people yell at you > `51:30` source of strength doctrine — Andrew Granato & Pranjal Drall > `53:40` a beautiful symmetry — Joe Weisenthal > `53:40` held together by scotch tape — Joe Weisenthal ## Mentioned Andrew Granato, Pranjal Drall, Joe Weisenthal, Tracy Alloway, Warren Buffett, Mark Walter, McKinsey, AT&T, Allianz, PIMCO, Egan-Jones, Citigroup, FDIC, NAIC, AIG, Executive Life, Guggenheim, Delaware Life, Clear Spring, Blue Owl, Ares, University of Texas at Austin School of Law, Yale University, McCarran-Ferguson Act, TARP, Dogecoin ## Video description <p data-renderer-start-pos="94">Insurers have quietly become a major driver of the private credit boom, with numerous private equity shops striking deals with insurance companies or buying them outright. But the entanglement with private credit is also changing the insurance industry itself, raising a number of questions about risk and regulation. Today we speak to Andrew Granato and Pranjal Drall, authors of a new paper, &ldquo;Private Credit's State Backstop: How Private Equity Socializes Risk Through Insurers," examining the relationship between private credit and insurance. Granato (an assistant professor at the UT Austin Law School) and Drall (JD-PhD student in Financial Economics at Yale) talk to us about how PE got so interested in insurance in the first place, how both sides benefit from the relationship, and why taxpayers might ultimately be on the hook.</p> <p data-renderer-start-pos="933">Read more:<br><a href="https://www.bloomberg.com/news/articles/2026-07-30/blue-owl-reports-fund-raising-slow-down-amid-credit-pullback?utm_medium=referral&utm_source=podcast&utm_campaign=odd_lots&utm_content=article" data-renderer-mark="true" data-is-router-link="false" data-testid="link-with-safety">Blue Owl Surges as Leaders Stress It&rsquo;s More Than a Direct Lender</a><br><a href="https://www.bloomberg.com/news/articles/2026-07-29/ares-29-billion-private-credit-fund-sees-uptick-in-non-accruals?utm_medium=referral&utm_source=podcast&utm_campaign=odd_lots&utm_content=article" data-renderer-mark="true" data-is-router-link="false" data-testid="link-with-safety">Ares $29 Billion Private Credit Fund Sees Uptick in Non-Accruals</a></p> <p data-renderer-start-pos="1075">Only <a href="http://bloomberg.com/" data-testid="inline-card-resolved-view">Bloomberg - Business News, Stock Markets, Finance, Breaking & World News</a> subscribers can get the Odd Lots newsletter in their inbox each week, plus unlimited access to the site and app. Subscribe at&nbsp; <a href="https://www.bloomberg.com/subscriptions/oddlots?in_source=oddlotspodcast" data-renderer-mark="true" data-is-router-link="false" data-testid="link-with-safety">bloomberg.com/subscriptions/oddlots</a></p> <p data-renderer-start-pos="1247"><a href="http://bloomberg.com/subscriptions/oddlots" data-renderer-mark="true" data-is-router-link="false" data-testid="link-with-safety">Subscribe to the Odd Lots Newsletter</a><br><strong data-renderer-mark="true">Join the conversation:</strong> <a href="https://discord.gg/oddlots" data-renderer-mark="true" data-is-router-link="false" data-testid="link-with-safety">discord.gg/oddlots</a></p><p>See <a href="https://omnystudio.com/listener">omnystudio.com/listener</a> for privacy information.</p> [Source](https://podtrac.com/pts/redirect.mp3/tracking.swap.fm/track/UVBrz8bN8aM2Xe47PEPu/traffic.omny.fm/d/clips/e73c998e-6e60-432f-8610-ae210140c5b1/8a94442e-5a74-4fa2-8b8d-ae27003a8d6b/f004446b-a024-4773-bd04-b497017ec344/audio.mp3?in_playlist=982f5071-765c-403d-969d-ae27003a8d83)

[7:55] Andrew Granato & Pranjal Drall: Private Credit's State Backstop: How Private Equity Socializes Risk Through Insurers [7:55] McKinsey: Flywheel [14:00] holding pen [20:00] McKinsey: virtuous flywheel [20:00] permanent capital [22:15] not kosher [36:34] not having people yell at you [51:30] Andrew Granato & Pranjal Drall: source of strength doctrine [53:40] Joe Weisenthal: a beautiful symmetry [53:40] Joe Weisenthal: held together by scotch tape

[4:14] Joe Weisenthal: I've always thought it's kind of the same business with a different sort of redemption schedule. [8:44] Private Credit's State Backstop: How Private Equity Socializes Risk Through Insurers [30:00] Andrew Granato: A Holmesian bad man insurer is going to just simply invest in more risky things, try to give really good deals to policyholders to make premiums today... because you're not paying for it in the end. Insurers have quietly become a major driver of the private credit boom, with numerous private equity shops striking deals with insurance companies or buying them outright. [4:14] Joe Weisenthal: Private credit risk, having successfully migrated out of banks, is increasingly moving onto the balance sheets of life insurance companies. [11:42] Andrew Granato: Under PE ownership, those traditional corporate bond portfolios are systematically replaced with affiliated private credit loans and assets linked to the sponsor's other portfolio companies. [20:00] Andrew Granato: Because private credit loans are not publicly traded bonds, assessing their true underlying risk is extraordinarily difficult. [25:00] Andrew Granato: When a life insurer goes bankrupt, its domiciliary state coordinates a simultaneous insolvency proceeding across every state where the insurer operated. [25:00] Pranjal Drall: In the vast majority of states, surviving insurers receive dollar-for-dollar state tax credits to offset those guaranty fund assessments. [45:00] Pranjal Drall: On the asset side, monitoring is far weaker in insurance than in banking, where federal examiners actively inspect bank floors.

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Stay in control as you move from a goal to polished work faster with ChatGPT work. Download the ChatGPT desktop app today and take on your most ambitious work. Some people think it wrong to be this into fitness But my new Galaxy Z Fold 8 from Samsung is just the right size for scrolling my feed for health trends I can also unfold it to watch a virtual marathon on its immersive screen It's like I'm really there, instead of running on a treadmill at my windowless gym. Wait, did I just finish a marathon? Where's my banana? Whatever you're into, the all-new Galaxy Z Fold 8 is the right size to get really into it. Save up to $1,200 with eligible trade-in when you pre-order. NC6 while supplies last. See trade-in terms and conditions that apply to Samsung.com. Bloomberg Audio Studios, podcasts, radio, news. Hello and welcome to another episode of the Odd Lots podcast. I'm Tracy Allaway. And I'm Joe Weisenthal. Joe, there's a key tenet of finance and investing. And I think it's like essentially the thing that makes finance and investing work. Go on. It is the idea that you can invest in pretty much anything. The world's most stupid thing. I don't care. Dogecoin, whatever. But the key thing is if you do that and the investment doesn work out and it goes belly up you should bear that loss Yeah I think that right I would actually Ideally by the way you invest in something that doesn't have negative externalities for other people. But, you know, let's just focus on the loss portion for a second. Yeah, I like this framing. I think the way you could say that financial structures overall, whether we're talking about a bank, whether we're talking about a multi-strategy, multi-platform hedge fund, whether we're talking about whatever, is an exercise in trying to establish this purpose, right? Because everyone wants to make the investment that they don't bear the loss in, right? That's like, we should all, to some extent, we should all be striving for that constantly. You want to build up these things that more or less create that to happen, principal agent alignment problems and so forth. Right. And so when you get moments in financial history where losses are not purely born by investors, people often get very upset. And as you know, 2008 was one of those moments, right? One of the reasons the 2008 financial crisis was such a huge deal was because we had banks who made a bunch of risky investments and ended up getting effectively bailed out by taxpayers even though taxpayers arguably were not the ones deciding to invest in synthetic CDOs and things like that Totally Even in the absence of bailouts this always bothers people When someone makes money on a risk and then someone else holds the bag, from the bailout example to people who promoted SPACs and made a lot of money just on the transaction but didn't participate in the downside, it upsets people. Right. And so all across finance, you see in situations where people upset when it turns out that the person doesn't have the requisite, quote, skin in the game, unquote. No one wants to be an unwilling bag holder. That sounds bad. But I want everyone else to be like, I strive. OK, OK. But wait, the reason I bring up 2008 is because it's actually a very important component of this conversation, because we're going to be talking about private credit and private credit, to a large extent, has grown into this massive industry. And the reason it's grown so much, one of the reasons is because after 2008, after the banks went belly up and had to be bailed out, et cetera, you had policymakers make an active decision saying that they wanted to move risk out of the regulated banking system into investment vehicles where if things went wrong, the investment vehicles themselves would bear the losses without having those losses socialized through deposits. [5:00] insurance or taxpayer funded bailouts and all of that. And that's what basically happened, right? Yeah, I would say there are sort of in the financial system, we have sort of, I would say, two types of creditors. Like we're cool with like people losing their money when they give money to an institution, they take a risk. But I think there's essentially two types of entities for which we don't find that to be fully acceptable. We don't find it to be fully acceptable when someone deposits their money in a bank and we, you know, we could say this is a loan, right? But we don't really want to accept that this is a loan. Like we don't want people to have the confidence that they're putting the money in the bank. I'm not really making a loan to the bank. And then I would say the other category is insurance holders. And we don't really like the idea, you know, as someone who owns a policy, it's a little bit different than a loan. But I think the idea of like an insurance holder as a bag holder does not sit well with people on a sort of democratic sort of societal level. All right. You have totally anticipated. The next thing I was going to say, which was we moved risk out of the regulated banking system into private credit. Yeah. Which seems fine. Yeah, it's great. Like all right Risky risky loans all that middle company deposit holders don have to worry Right Exactly If risk is now migrating back into another regulated financial industry that we do care about for the reasons you just stated, which would be insurance, that doesn't seem ideal either. Right. Having credit risk migrate out of the banks into private credit and then having private credit migrate into insurers. Yeah. And, you know, like I think insurers and banks aren't really that different. It's sort of the differences, the timing and the liquidity with which you can get the money back out of your whether if you're a depositor, can you get your money out on demand? If you're a policyholder, can you get your money out either at a certain time or on an event in which the policy triggers? But fundamentally, I've always thought it's kind of the same different the same business with a different sort of redemption schedule. There are differences between insurers and banks, which we're going to talk about for sure. But one One thing I should just say is we have discovered in the course of this podcast that one of the driving forces behind the private credit boom has been its linkages with insurers for some of the reasons that you just said. So insurers famously have long dated liabilities, right? They have patient capital. They can take in a liquid asset and sit on it for ages and ages and capture that illiquidity premium that higher yield So they would seem to be a natural place for private credit to actually end up But as we mentioned before, it does open up this whole new can of worms about losses and who actually bears those losses. So this is what we're going to be discussing today. The insurance, private equity, private credit nexus in excruciating detail. And I'm very happy to say that we do, in fact, have the perfect guest. We're going to be speaking with Andrew Granato. He is assistant professor of law at UT Austin, as well as Pranjal Dral. He is a JD, PhD candidate in financial economics at Yale University. And they just published a really good paper. It is called Private Credit State Backstop, How Private Equity Socializes Risk Through Insurers. Great. So truly the perfect guest. Andrew and Pranjal, thank you so much for coming on All Thoughts. Yeah, thanks for having us. Thanks So we know that insurance has teamed up with private equity in various ways. Some private equity firms own insurers outright. Others have like minority investments or like different business relationships. What is the attraction or the allure of insurers for private credit slash PE? Yeah so you can think of this as being so McKinsey has called us a flywheel So imagine you have like a private equity firm with three subsidiaries You have a traditional like buyout subsidiary that buys up companies and uses leverage to do so You have a private credit fund, which issues these high risk, high yield loans. And then you also have a life insurance entity. There are theoretically all these different synergies between all of these actors. So if I go and I need to buy some sort of company, well, someone has to issue debt in order for me to be able to do that. Maybe a different part of my PE firm can issue that debt, and maybe I can get better terms that way. But then there's also this aspect of, you know, if I have a private credit fund, you know, these are funds where, you know, I have LPs who are constantly, you know, making demands for returns. But if I have a life insurer, I have these very long-dated liabilities where arguably the capital is, like, what we're told is permanent. So if you can hold these private credit loans that are highly liquid on the balance of the life insurer that you're issuing to other firms in your portfolio, you can imagine that this is like a scenario in which you kind of theoretically get the best of all three worlds. One more way to think about it is that private credit has become a large asset class. Insurers want access to that private credit. And instead of having an in-house TGP [10:00] that just learns how to do private credit investment. They go outsource that to a big PE shop, which has developed this business over two decades, in some cases, and essentially outsource and use these economies of scale to outsource part of the lending. So they can still do the publicly traded sort of boring credit that they've always done and outsource part of the lending to more specialized shops. Well, this sort of realization that these things could merge has just made people an extraordinary amount of money. It should be noted, you know, one of the most infamous investors of all time, Warren Buffett, utilized this core insight that an insurance, having an insurance arm would be an extraordinary source of patient capital. You know, we talked like mutual fund managers. And one of the questions we always ask them is like, isn't it tough that at a market drawdown, you can't actually hold it because your clients all move on to the next fund? I mean, this is already for a very long time, just been an extraordinary, fruitful partner. Yeah it not something that new What new about private equity in the last 15 years or so is the degree to which that they have kind of ramped up the aggression of the investment strategy that they are pursuing with one by purchasing these life insurers at such high volumes Recent estimates have maybe something like billion or so of life insurance assets kind of within private equity's purview. And then the degree to which they are shifting the portfolios of their life insurance firms. Until quite recently, life insurers were famous for having these, as Pradjal says, very kind of stodgy, AAA-rated AT&T bond portfolios. And that becomes less and less true across the industry in general. And that's a trend that's being led by private equity, particularly with regard to these like affiliated private credit investments and their other portfolio companies. Yeah. So this is the key thing, I think. So insurance has transformed private credit by supercharging its growth. But at the same time, insurers themselves are being transformed by private credit. Can you talk about exactly like what does that relationship look like in practice? So you mentioned affiliated assets, which have been in the news recently for reasons we can definitely get into. But if I'm a private credit originator and now I have bought an insurer, what does that relationship look like Am I dictating that Am I telling them what they actually need to buy Am I making polite suggestions Am I making sales pitches and saying well you got first crack at these very elite previously exclusive private assets? That's a great question. So as you can imagine, there's a lot of nuance there where certain asset managers. So just to set the stage a bit, Alliance, for example, owns PIMCO and Alliance, the insurer. And this happened in like starting 2000. So the idea of having an asset manager make investments on the behalf of the insurer is not new. The second point there is there's a lot of variation in how that contract works out. So the most in our parlance problematic or concerned we should be is about when the insurer balance sheet is effectively in control of a bigger asset manager. So the idea there would be that the insurer doesn't have as much discretion. They're just at the behest of the broader asset manager. Or you can imagine an insurer goes out shopping. I want the best private credit shop to invest money on my behalf so I can capture the liquidity premium, offer better terms to my policyholders by making more money. And in that case, there a lineup of really sophisticated PE shops that will try to earn that business And in that case you can imagine this called a third agreement where you outsourcing part of your balance sheet to an asset manager And that's totally, you can imagine, a very competitive marketplace for that service because insurers, as you said, manage large pools of money. So there's a big spectrum there, one where the insurer has effectively given up full control of the balance sheet, and the other where the insurer is essentially looking for who's going to offer me the best terms to invest my money in this very specific segment. And you can imagine a spectrum of possible arrangements there. So if I'm an insurer who's owned by a PE shop, I'm paying them management fees as well for those assets, right? That's right. Okay. So you're paying management fees in both cases, usually. It's just in the third-party context, since you don't own the insurer, you'd imagine the insurer has better bargaining incentives. Exactly. Oh, yeah. And there's also many cases where the insurer as part of a private equity kind of like sponsored platform is not just paying out fees for management, but it's also paying out fees for essentially all sorts of other affiliated services. Like, you know, you could imagine accounting, you can imagine valuation, consulting, all sorts of things where IT. Yeah. Where like the insurer is kind of like the backseat. [15:00] The insurance sheet of the insurer is a holding pen for a lot of the assets, but all of the action is actually outside of the insurer's corporate form and the rest of the kind of key sponsor. Have you been putting off those important financial conversations you know you need to have? When life gets busy and finances get complex, it's easy to say, I'll get to that later. But what if there was something that could help you take those important next steps? If you're ready to stop saying, I've been meaning to do that and start taking action, check out I've been meaning to do that. Available now on Apple Podcasts, Spotify, or at truest.com forward slash do that. Each episode delves into the real issues we all face when it comes to money. 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Go to linkedin.com slash campaign. Terms and conditions apply. So one of the questions then is how much competition is there among insurers to gather assets? because it's like, OK, here is insurance company A and they're going to pay me, you know, five thousand dollars a month for life because I've bought this annuity every month for the rest of my life after I turn X age. And here is another one. But this one is paying all these like IT services and all these little things that maybe like come out of the return, et cetera. Does the end market of insurance purchasers have much clarity on what they buying and the economics of two different policies It a hard empirical question So there this thing in finance called the annuity puzzle where in theory, annuities are the perfect investment, but society as a whole underbuys them. And a lot of finance professors have spent decades puzzling out why that is the case. So we're not going to solve it here. But one of the lessons from that literature is that people are underinvesting annuities because they don't get a good deal. Prices are too high, the policies aren't that good. There's competition, but the end consumer doesn't get a great deal, or they at least perceive they're not getting a good deal. So there's always been this concern that for some reason, the annuity market isn't very competitive. Now, you might imagine if an insurer is owned by a PE shop and they make a lot of money on the private credit in liquidity and all this, because it's high returning and all this stuff, and they earn fees. So in some ways, a PE shop that owns an insurer might offer better terms to policyholders because they have all these other ways to make money from the business. So we've seen some empirical data that like the PE owned insurance companies compete better in the product market. So you can imagine that consumers might benefit. The problem there is, of course, that, you know, you might get a good deal in the short run, but, you know, decades down the line when things come due, [20:00] There might be problems. If I'm in the market for an annuity, should I or do I have any capacity to take into account credit risk as someone who grew up or became an adult kind of during the GFC? I was like, I don't know, like I'm going to retire in like 20 years. Who knows who's going to be around? To what degree either does that or should that be part of the information that the buyer, the purchase of the annuity has? Yeah, so it's very difficult, I think, for retail policyholders to meaningfully grasp the degree of solvency risk that the kind of counterparty annuity provider or life insurance provider has. And so something that we think is really fundamental is that, you know, the investors in, say, a private credit fund, nonprofits, you know, endowments, big institutional investors, pension funds, they're in a very different position than just like normal people who like don't know about anything, you know, what this insurer is doing with all of the money. As far as they know, they just bought a life insurance policy. And I'm willing to bet most people haven't even thought about what happens like kind of on the other side of that balance sheet. And that asymmetry is what drives a lot of the like I think the results that we going to speak about Yeah So OK speaking of asymmetry the McKinsey of the world out there who will talk about this being a virtuous flywheel where you know P slash P gets access to these big pools of permanent capital and then the insurers themselves maybe get access to higher yielding assets that then generate better returns for investors, better products, et cetera. On the other hand, you also have critics of this practice who will point out that because of the nature of private credit, because these aren't publicly traded bonds with, you know, double A, I guess now, or maybe triple A ratings for some corporates, you don't necessarily have the level of insight into what these things are and what their true riskiness is. Talk to us about what we know about the actual private credit assets on insurer balance sheets and what regulators can actually see and know about these things. So this has been a topic of discussion for the last two years almost I feel like this almost obsession of how much should we trust private credit valuations And this is a problem in BDCs which are like publicly traded And you can see the quarterly marks on these loans And you can see you know there a privately traded BDC and the public traded BDC and the public one trades at a discount So there always been this concern that the valuations aren kosher or they overvalued in some ways So those same kind of intuitions apply here except the crucial difference is the regulator in case the NAIC, which is an association of regulators, essentially has visibility on an insurer's balance sheet. And they look at everything they invest in. This could be equity, cash, safe bonds, whatever that means, and private credit bonds. And all the insurer regulator sees is the value reported to them, which is usually outsourced to a third party rating agency. And then they see like this private credit loan is valued. It's like a double A. And then they give you a notch on a scale of one to 10. And you get this picture as an insurer. These private credit assets are X amount of safe. These private credit assets are less safe. And there's like a spectrum. And then the regulator says, this is a good portfolio. It's safe. And like banks, they have to hold certain amounts of capital against the portfolio. There's a whole risk rating regime through the NAIC that is like somewhat analogous to that of banks. And I think a lot of the concern applies here as well, too. Like there were concerns in 2008 about what are the incentives of the credit rating providers The incentives for what are often called private letter ratings and for life insurance are kind of particularly skewed These are ratings where the rating itself is actually not kind of publicly visible. So a credit rating agency, someone like Egan Jones might report to the NAIC, you know, here is our rating for this asset. And, you know, how was that rating obtained? Can anybody else like investigate? Is there any sort of track record to compare this against? It's just extremely difficult. And so there's a variety of new empirical literature and economics that's coming out basically every week where people will do various sorts of tests and they'll just continually find overvaluation in a lot of these assets. Since we're talking about 2008 for a second, you know, one of the sub dramas with the bank bailouts was this idea that the bondholders of banks didn't take any haircuts. And so it was like there were losses, quite substantial losses, but they were all born on the equity side. And we saw like how, you know, the city groups of the world, like not lost 95% of their money. Was part of the reason that regulators or policymakers were so reluctant to let some of the bondholders take losses is because you just described the classic normie insurance holding. I'm sure in 2006, you know, it's like, oh, yeah, we have a highly rated bond. [25:00] from a Citigroup in our portfolio, it's like the equivalent of the AT&T bond, was part of the concern with bondholder haircuts, essentially, that then it could create an issue with the insurance channel? Yeah, I think that a lot of the same logic applies. What insurance has that banking doesn't have is essentially is a different form of a public backstop that implicates different kinds of agency problems and also a differing way that taxpayers and kind of other like non-investor actors can be put on the hook for an insurer's losses. So all of that interacts in like kind of very complex ways with the actual direct capital structure of the insurer, which is partially, you know, these policyholders who are technically, you know, creditors to the insurer, they show up as liabilities on the insurer balance sheet. And then there's also kind of direct creditors to insurers. They're not covered by the socialized backstop. But there is this kind of like endless relationship that keeps shifting when you have what we call like or what is that an insurance guarantee fund? Yeah. So this is actually the real subject of the paper As much as we talk about ratings arbitrage and opacity of private credit assets and things like that The point that you make is that because of the way that insurers are regulated and I guess administered when they go belly up, although they don't really go through traditional corporate bankruptcy proceedings, but the way they're dealt with if there's a failure is fundamentally different to the way banks are dealt with in our system. Talk about those differences for us? Yeah. So I think when people think about what does a public backstop look like, if they're familiar with one, they're familiar with federal deposit insurance. And federal deposit insurance is a pre-funded risk-based system. So if you're a bank and your depositors get federal deposit insurance, every quarter you get an assessment from the FDIC, which basically says you have to cough up some money as a kind of risk premium. The FDIC has a deposit insurance fund, which holds that money. And in the event that a bank ever goes down and payouts ever need to be made to keep depositors whole and to administer the insolvency of a bank, they spend down that fund. And in the event that that fund is ever fully depleted, there is the kind of full faith and credit backstop of the United States government So that would be truly a kind of taxpayer bailout In 2008 we also had of course like TARP So that was you know like legislators had to go and vote, say, okay, we're going to individually appropriate money, we're going to appropriate loans, we're going to appropriate all sorts of investments, because like the scale of the problem was just too large to deal with through the FDIC on its own. Insurers are subject to a different form of public backstop that we argue in the paper is kind of essentially structurally worse. The way that a guarantee fund works is if a life insurer goes bankrupt, it does not go into bankruptcy, similarly to how a bank does not go into bankruptcy. Instead, the domiciliary state of that insurer takes the lead on a simultaneous insolvency proceeding across every single state. Insurance is regulated at the state level. There is no kind of federal regulator of insurance. There is no equivalent to the FDIC. You just go into state court and then we have to resolve this across every state simultaneously. And within every single state there a guarantee fund that says you know if you are a policy holder of this insurer we going to guarantee that you get up to some statutory cap of your money Similarly to how for the FDIC, you get up to 250K. In theory, potentially it could be far more. But statutorily, you get your first 250K in every account as insured. It depends on the state law for each individual state coverage. But you can think of it as being roughly 300K. So if I have a life insurance policy that's supposed to pay out for $200,000 when I die, and my insurer goes down, I can just keep paying premiums, and the policy backstop fund will make sure that I get or that my beneficiary gets $200,000 in the event that I die and that I've maintained my end of the contract. The way that a guarantee fund pays for this protection in the first instance is by levying an assessment on every surviving insurer in that state. But this assessment is only levied after the insolvency has already happened. So if I'm the insurer that went down, I've actually contributed zero dollars of my own. It's very ironic for insurers themselves to not be paying something towards insuring their own. [30:00] and deaths. Yes. Yeah. So like you, well, of course, you know, the company has gone down, so it's not a happy ending for them. But like, they don't have to cough up anything. Meanwhile, you know, some other random insurer who had nothing to do with this, they have to pay some sort of bill. And that bill is weighted by the percentage of premiums that they sold in recent years in that line of business. So, you know, the other life insurers in the state of Oregon, or whatever. If I have a life insurance policy and I'm in Oregon, they have to pay up. But then what happens afterwards depends on the state exactly. But in the vast majority of states, you can, as the insurer, get a tax credit against that assessment liability. And in about 34 states, you get a full tax credit that you can take 20% a year over five years. And then in another 10 states, it's roughly 10 years. It's only about six states where you don't get any tax credit. So of course, if you have a fully offsetting tax credit, this is economically equivalent to a taxpayer bailout of the insurance policyholders But nobody ever votes on this There just happens automatically by operation of law And the insurer is stuck with losing what we might call it kind of just like time value of money because they have to like float this in the meantime But it is a stealth taxpayer bailout. And beyond the sort of structural issues, you might imagine some practical problems with this setup. Number one, the statutory cap in FDIC is $250K, which is considered a fairly high amount for like just someone having a checking account. In this case, you know, close to $300K for life insurance. that's about the 40th percentile of life insurer policies. A lot of policies are way bigger than that. As you can imagine, people who usually buy life insurance are usually richer and they're putting a lot of money into premiums. So the coverage of this bailout is way lower than sort of bank failure. And the other sort of big concern is that just practically speaking, Iowa and Oregon and New York and Tennessee sort of doing this at the same time is a very challenging task. We haven't really had major insurer failure in this way. Like in 2008, obviously, EDGE was bailed out. So the idea is that... Have we ever had a big insurance failure? Not on this scale. So it actually it completely untested to have a large national insurer with assets in something like you know the hundreds of billions of dollars range go and solve it in a way that would require administration through the guarantee fund. So is it fair to say it's like structurally suboptimal on multiple levels? So it's suboptimal in the sense that there is this implicit taxpayer backstop in a way that's a little different from the FDIC. But it's also suboptimal that the backstop isn't actually that good for the policy holders potentially, because it's like, all right, if we're going to have a backstop, at least we can rest easy that the policyholders like maybe there's a little bit of misalignment. The backstop encourages the insurer to take undue risk. But look, it's OK. It's good in the end because at least policyholders can sleep easy. But you're saying is we don't even have that. We have the taxpayer part and we don't really even have the FDIC equivalent that can make everyone sleep easy. Exactly. And since you're not paying as your solvent, you're paying post insolvency. One more thing that the regime encourages is as you head into distress, you want to take on more risk. It seems good for an immoral insurer, right? Self-irrational insurer. Right It like a Holmesian bad man insurer is going to just simply invest more risky things try to give really good deals to policyholders to make premiums today Oh yeah You not paying for it Because you not paying for it in the end So at least in like an equilibrium sense. And, you know, the rivals knowing that one of my rivals is going to go bankrupt soon, they're going to want to pull out. Because with FDIC deposit insurance, they put a cap on how much rates you can offer. Like that's part of that trade so that you can't a desperate bank can't say, oh, we're paying 15 percent on savings accounts right now. But there's no insurance. That mechanism doesn't exist. Exactly. Have you been putting off those important financial conversations you know you need to have? When life gets busy and finances get complex, it's easy to say, I'll get to that later. But what if there was something that could help you take those important next steps? If you're ready to stop saying, I've been meaning to do that and start taking action, check out I've been meaning to do that available now on Apple Podcasts, Spotify, [35:00] or at truest.com forward slash do that. Each episode delves into the real issues we all face when it comes to money. And once you're done listening, talk to someone who's ready to listen to you. Truist Wealth Advisors really want to help you navigate the market and want to know you, your values, your goals, and what you want your life to look like. Schedule a conversation and together, you'll map your financial plan and check a big to-do off your list. Truist Bank, member FDIC. This is Hoda Kotb from Joy 101 with Hoda Kotb. You know, I think we spend so much of our lives waiting for the big moments, the birthdays, the vacations, the milestones. But the truth is, some of the happiest moments show up on the most ordinary days. So like this, I'll stop and do a CVS because I need one thing. Somehow, the best part of the trip is never the thing I came for. So maybe I'll grab a delicious well market snack or maybe I'll wander over to the Joyward Collection. It really full of fun cool seasonal decor thoughtful little gifts and those little discoveries that make you so glad you stopped in I have to tell you if you an extra care member you gonna save on things you already buying and those extra bucks really do add up Just watching that total go down at the checkout never, ever gets old. I know, life's busy, we're all juggling a lot, and that's why I think those little unexpected moments of joy matter so much. So, the next time you're running errands, stop by your local CVS pharmacy. You may go in for something you need, but don't be surprised if you leave with something that simply makes your day a little brighter. Visit your local CVS pharmacy, sponsored by CVS. Flowing ad budget on metrics that look great till the CFO sees them. That's bull spend. And marketers are calling it out in Dashboard Confessions. I remember telling my boss, it'll be good for the brand when leads were slow. Yeah, it wasn't. Cut the bull spend. LinkedIn lets you target by company, job title, and more. Advertise on LinkedIn. Spend $250 on your first campaign and get a $250 credit. Go to linkedin.com slash campaign. Terms and conditions apply. So you suggest in the paper that this might be the real reason that private equity slash private credit has been so interested in the insurance space because it provides them an avenue to basically a socialized backstop which you know makes sense But I guess I wonder in the course of your research and actually talking to private equity and private credit, how aware are people of the current regulation scheme for bankrupt failed insurance? Does it come up a lot? I think one of the main ways that this ends up playing out is that what people are often thinking about is, you know, turning back to the permanent capital angle. Am I allowed to just like make my investments without somebody yelling at me about them? And one of the reasons why if you have a life insurer, you can make kind of whatever investments you want without like nominally the creditors of your company or the investors in your company coming and yelling at you is because you have not having people yell at you is like a very underrated incentive in the world. But I think it's one that probably is very important. Yeah, is that you have this widely dispersed retail base of policyholders, a large fraction of whom are totally insured. And so even you can do whatever you want. And like in theory they shouldn care because no matter what they have full coverage Obviously that not true for everyone But it just the level of kind of examination that you going to get from your creditors is so much lower if you are running the private credit through the life insurer balance sheet, rather than through kind of a standard private credit fund. One more point I want to make is that I've spoken to some people who, you know, work in this space. And one thing they say is that, say, there's a good insurance manager and a bad insurance manager, they both use private credit. One of them uses investment grade private credit on the balance sheet. The other one uses rating inflated bad private credit. And since the valuation regime is sort of opaque and sort of hard to tell what's like a truly good private credit loan versus not, it actually penalizes in equilibrium sort of good asset managers because they might have access to like AT&T private credit. And if they're getting the same ratings from Egan Jones as someone who's investing in a middle market SaaS company in Chicago. Obviously, those two are extreme examples. They get different notches in the NAIC system. But you can imagine at the margin, the high quality private credits also suffer just by ratings inflation because you're not just hiding risk, you're also competing in this dynamic market. So the insurer who has access to [40:00] investment-gid private credit might also suffer. And the design of the guarantee funds actually amplifies this problem, because in banking, the assessment premiums that banks pay are risk-weighted. They're not purely size-weighted. Obviously, size is a major important component of risk. But for guarantee funds, it's purely the premium volume. So you can imagine two identical insurers with the same premium volume, except that one of them, you know, invests very conservatively. the other one invests, you know, like a madman, you know, the expected value of the public backstop is much greater, you know, for one than the other. And so you have this kind of implicit subsidy that is being routed through this like underlying backstop. In the event of like a failure, like there is not, you know, as you said, it's only the 40th percentile policyholders. There are a lot of potential losses in the literature, in your work, et cetera. Is there a certain expectation that there exists in the world certain other implicit backstops that aren't formalized in law for those premium holders? Or could it only be the type of thing where it's like, if they're going to get, quote, bailed out, unquote, it would be some sort of tarp-like vote again where politicians would have to stick their necks out I think that the exact way to think about it So this the 40th percentile person is just by operation of law going to get a bailout And then you can imagine politicians especially local politicians you might imagine don want their state policyholders to lose out on, you know, people who owe life insurance policies and their insurer goes insolvent are some of the most sympathetic people on the planet. So I'm assuming that would be an easy yes at the state level to make them whole. Obviously, it's impossible to predict the future, but it's almost hard to imagine them not getting some protection in the future. There's also the potential, especially in states that actually don't have the tax credit for a perverse feedback loop. So if there is a bad macroeconomic environment and some large insurers go down, that levy is assessments on other insurers that are already hurting. And that comes at the worst possible time. And if that pushes other insurers into insolvency, you know, then you have this very vicious cycle. That cycle is ameliorated, of course, by the fact that in most states you do have these like tax credits, but also, you know, if interest rates are spiking during this time, then you run into kind of more serious time value of money problems with the fact that the tax credit has to be taken over five to 10 years Can we just do a quick history detour for a second Because hearing you describe this system it does not sound ideal to say the least How did we end up with this particular organizational structure for regulating insurers? So the kind of history of state-based regulation of life insurers goes back to when the Supreme Court had a much kind of stricter interpretation of the Commerce Clause. And so it did, in like a famous case in the 1800s, the Supreme Court said that insurance did not constitute commerce for the purposes of the Interstate Commerce Clause. In the 1940s, the Supreme Court reversed that decision as part of its general trend towards being more permissive of federal regulation. But Congress immediately like disclaimed its new power to regulate life insurers in an act called McCarran Ferguson. And McCarran Ferguson says that, you know, unless Congress explicitly passes a law that says we're regulating insurers, all other regulatory authority is reserved to the states. So it's just pretty much been like that the whole time. There are periodic waves in which there like activism for federal insurance regulation usually because of a wave of insurer insolvencies or some other like you know alleged malfeasance in the industry And then what will typically happen is that the NAIC which is the kind of association of state regulators that formerly operates actually through a nonprofit, it's not formally a public entity at all, will act to try to forestall that federal push by kind of doing it on its own. And that's what happened with guarantee funds in the 1960s and the 1970s. There was a wave of insolvencies and property and casualty insurance, and there were bills introduced in Congress to create a federal backstop that was kind of similar to the FDIC. And the NAIC and various states quickly responded to create these state-level backstops instead. And one of the interesting ways the NAIC operates is that most states actually defer rulemaking to the NAIC fully into the future. So I think Indiana is one of these states where they self incorporate the model law that the NAIC puts out, even prospective changes. So they just like see control entirely. Yeah. So there are there are state laws that say if the NAIC says this, it will be automatically incorporated into our own state law, which is like a very distinctive arrangement. [45:00] So it occurs to me there is one difference between banks and insurance is that banks have the possibility of correlation on two fronts. So all the loans, if you're here to say banks make a lot of housing loans, like banks all could go, the loans could all go sour at the same time, but then also their depositor base could be correlated, right? We saw this with SVB, but you could also just imagine in any other environment, people get anxious about a bank and they all withdraw their deposits. That can't quite happen the same way with an insurance company, at least if we're talking about vanilla insurance, where you only get paid out either on an event or retirement or something like that, and you stagger it. Does that change the dynamics or the fact that insurers could still have correlated failure? They're all maybe making loans to software companies at the same time, but they don't really have the risk of correlated withdrawals in the same way that a bank would? Great. That's a pitch for our next paper. That's the follow-up that we're writing on now. So you can imagine conceptually there runs on the asset side of the liability side I speak a little bit about the assets and Andrew is more an expert on the differences in policy and liabilities But on the asset side as you said all of them make loans to Chicago SaaS company in the middle market and then they all go calling back and there not enough cash flows So in that paradigmatic sense since banking has very good like on the floor of a bank, there's officials from the federal government that say, don't invest in this type of risky asset, usually about credit, but also I'm sure they're thinking about industry risk. Yeah. We're watching your SaaS exposure. Yeah. Something like that. And And insurance, since that regime is much weaker because it's dispersed, the NAIC is less, they have way less resources and power than the federal government. So just on the asset side, the monitoring is much worse. So you might imagine there's more possibility of correlated exposure than there is in banking. And you can imagine, you know, like the last year or so, a lot of the private credit pain has been due to a very specific kind of exposure. insurers are something like 15% of the assets are in private credit, 10 to 15, depending on how you measure. And the idea that a third of private credit is the software is not a stretch. So you can imagine like, you know, 30% of that 15% is in one industry. Now, again, I don't have the specific numbers because they also do infrastructure and all these longer term things. But the idea is like it more possible in the insurance context of banking And the liabilities is a completely different Yeah liabilities is fascinating And that going to be like one of the primary subjects of our next article So like one preview would be if things depend a lot on the kind of life insurance policy that you hold. So for example, you could have, let's say if you hold a whole life policy and you have a cash value reserve account inside of that policy, this is like essentially a tax preferred, you know, kind of a Roth IRA thing that's inside of a life insurance policy. And you have rights of withdrawal on that account. And so that is demand deposit like. And so if you had a life insurer that had sold a ton of cash value life policies and people tended to store a lot of money in those policies, you can run on that. To be clear, would you say that historically, since these are sort of more exotic flavors of insurance, that regulators have approached this industry as one in which, quote, runs aren't a phenomenon the same way we associate them with banking? And banking runs is like the primary concern. It drives everything. And in insurance, I do think, you know, kind of per the permanent capital hypothesis, you're structuring. The asset liability mismatch. Yeah like you there are good reasons to think that insurers are structurally less vulnerable to runs on average but it depends a lot on the nuances And there have been runs on life insurers before. So executive life in the early 1990s was a life insurer that was really struggling and there was a run on the insurer. Now, executive life was, you know, a few billion dollars worth of assets. This is not something that it's going to cause the financial system to collapse. And so I think we've been very lucky that we have not had a situation like that happen with a very large life insurer. Well, OK, speaking of cascading risks, one thing I never understand when it comes to insurance is reinsurance, because it's just like you have the insurers and the reinsurers insure them. And then do you have like re-insurers who insure the reinsurers? There's insurance all the way down. But you talk a little bit about this concept in your paper of shadow reinsurance. What exactly is that? Yeah, shadow reinsurance. So if you are an insurer and you would like to transfer some of the risk off of your balance sheet, there are various ways that you can do this. You can reinsure with a totally independent entity. So you'll say, like, you're going to take on these liabilities and I'm going to transfer for you these assets. [50:00] Or you could do this with a captive, like subsidiary reinsurer. And that captive subsidiary reinsurer can be anywhere. And so we can have different kind of corporate or state law or tax law that applies to it. So one of the main ways that life insurers and particularly private equity backed life insurers like to reinsure is that they use captives that are in Bermuda or that are in certain states that have tried to compete with Bermuda like Iowa or Vermont. And these are places where the tax rates are very low. And also there is no balance sheet visibility into the reinsurance balance sheets through the prism of the primary insurer. So if I were to reinsure all these assets and liabilities I give up all the stuff off my balance sheet and then it disappears into the reinsurer balance sheet And on a quarterly level you could go into the NAIC data and you can see actually at a QSIP level what the life insurer holds in the US that data quality is extremely high But once that is reinsured into one of these quote unquote shadow reinsurers you lose all visibility into what going on Hmm I don want this to be the typical odd lots episode where we talk about a problem and then just go off agreeing that it can never be solved because part of your paper actually talks about regulatory suggestions for how you might fix some of these issues or at least try to make them better What do you think can be done here? I think there's a variety of options that the NAIC can undertake, you know, having the first instance that align the downside risk with the controllers. So you can imagine like step one could be something like valuation based reforms. I think a lot of people agree at this point that the over optimism and valuation is a structural problem, that private letter ratings are too generous. And that also just that there is an issue with trying to value private credit in the first place, because these are non-tradable loans that have these bespoke terms. And so you can do a Pigouvian tax on opacity itself, where you say like, oh, if certain kinds of assets are just structurally hard to value, then we're going to impose a regulatory capital surcharge on that complexity. We're not going to look at any of the individual underlying assets because that's extremely resource intensive to do That just not feasible to do especially if you have you know a private equity back insurer with billions and billions of dollars of these assets on your balance sheet But we just going to just say like you know what you just you just going to have to pay that surcharge You can also move to the guarantee fund level. You can end the tax credits that insurers get for the guarantee funds. You can move to pre-funding. Essentially, you could transform it into a federal deposit insurance like system. And then you can also borrow other ideas from areas in banking. For example, we talk about this kind of theory in banking law that has not actually been operationalized very much, but it's called the source of strength doctrine, where if a bank goes down, in theory, under the source of strength doctrine, you could go to the affiliates of that bank at a bank holding company and say, look, time to pay up because the rest of us have to pay up and so do you. And you could apply a similar concept to an insurance holding group. So you could go to the other affiliates in any insurance group, whether it's private equity or not, and say, you know, you have to be responsible for, you know, X percent of the payouts that have to go from the guarantee fund. And that would align incentives in this insolvency scenario. Source of strength doctor Yeah I like that That good Yeah that a good name It has a sort of like chinese governmental ring to it where like the intention is stated up front i just say it feels like it should be something that's about something bigger than banking regulation it's like i subscribe to the source of strength doctor and it's like oh it's about banking regulation all right um andrew and pranjal thank you so much for coming on odd laws great paper really appreciate you being here thank you so much So, Joe, I found that really fascinating. I do think like the relationship between private equity slash private credit and insurance is kind of an under discussed one. It's only just starting to get a lot of attention. And again, going back to the whole original impetus for private credit becoming a thing, which was to get some of this risky stuff out of the regulated banking system. It doesn't seem great if it's just landing in another different kind of regulated financial industry. Totally. I mean, on the sort of like, OK, core asset asset liability management, it's a beautiful synergy. Right. I felt the need multiple times in that conversation to say not all private credit. All right. Not all private credit. [55:00] But it is a beautiful symmetry. Yeah, that's what I'm saying. You have this sort of pool of they're not depositors. We call them policyholders who really are. They are not expecting to get their money back for a very long time. They can only get their money back on certain rules, etc. It truly does solve that. It makes a lot of sense to pair that with certain types of assets whose value emerges because it can be held for a very long time and perhaps held through a drawdown. So that makes total sense. Of course, though, the question that arises is, well, A, like how much then becomes the sort of quasi regulatory arbitrage? It's sort of a looser environment. How do we even know these are quality assets that will satisfy the policyholders and so forth? And I found that to be very eye opening to sort of like how just loose it all seems. How just sort of like held together by scotch tape. And also this idea that we've never actually had a major insurance failure. And so you could see that well you know maybe one of the reasons it all held together with scotch tape is because it never been an issue before because we haven had a failure because insurers have been investing in really boring IG rated bonds But if that changing then maybe we need to start thinking harder about this The one other thing I say we recording this on July 30th and private credit. It's been in the news, you know, for the past year or so for various reasons. But it's in the news again, because we have federal prosecutors apparently investigating Mark Walters, who, in addition to being the owner of the L.A. Dodgers, also has Guggenheim and Guggenheim has affiliated insurers, Delaware Life, and I think the other one was called Clear Lake or not Clear Lake, Clear Spring, something clear. Clear in a body of water. Yeah. But of course, the irony is that maybe it's not so clear because it put out a revised financial disclosure saying that the number of affiliated assets on its balance sheet. So these are assets that come basically via Guggenheim or that are under common control by Guggenheim. They had reported them previously is something like three to five percent of Delaware Life and clear whatever total assets. And then they went back as a result of this investigation and checked, put out a revised statement. What do you think the proportion of affiliated assets is now? Tell me 40 percent There you go So yeah move from three under additional scrutiny It moved from three to 40 percent So these are the kind of concerns that I think are starting to bubble up Totally But in the meantime shall we leave it there Let's leave it there. This has been another episode of the Odd Thoughts podcast. I'm Tracy Alloway. You can follow me at Tracy Alloway. And I'm Joe Weisenthal. You can follow me at The Stalwart. Follow our producers, Kerman Rodriguez at Kerman Armand, Dash O'Bennett at Dashbot, Kale Brooks at Kale Brooks, and Kevin Lozano at Kevin Lloyd Lozano. And for more OddLots content, go to Bloomberg.com slash OddLots. We have a daily newsletter and all of our episodes. And you can chat about all of these topics 24-7 in our Discord, discord.gg slash OddLots. And if you enjoy OddLots, if you like it when we talk about insurance regulation, then please leave us a positive review on your favorite podcast platform. 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Check out I've Been Meaning to Do That from Truist on Apple Podcasts, Spotify, or truest.com forward slash do that. Each episode delves into the real issues we all face when it comes to money. After you've listened, talk to someone who's ready to listen to you, a Truist Wealth Advisor. Together, you can build a financial plan to help reach your goals. Truist Bank, member FDIC. Take a moment to picture your business. [60:00] on a map your customers your supply chain your markets now zoom out where are revenues strongest where are suppliers primed to scale where is demand gaining ground esri helps you answer these questions to see patterns and gain clarity you can act on the question isn't what's next it's where in a world that rewards those who see first spot your smartest next move with the power of where learn how at esri.com