Income Document – InsuranceNewsNet

Disclaimer and Important Information


This document should be read in conjunction with the documents distributed by Aviva plc (the “Company” or “Aviva”) via The regulatory news service (RNS). This announcement contains, and we may make, other oral or written “forward-looking statements” regarding certain of Aviva’s plans and current goals and expectations regarding future financial condition, performance, results, initiatives and strategic goals. Statements containing the words “believes”, “intends”, “expects”, “plans”, “plans”, “will”, “seeks”, “aims”, “may”, “could ‘, ‘considers’, ‘is likely’, ‘target’, ‘goal’, ‘direction’, ‘trends’, ‘future’, ‘estimates’, ‘potential’ and ‘expects’, and words of similar meaning , are looking to the future. By their nature, all forward-looking statements involve risks and uncertainties. Accordingly, there are or will be important factors that could cause actual results to differ materially from those indicated in such statements. Aviva believes that factors that could cause actual results to differ materially from those set forth in the forward-looking statements in the announcement include, but are not limited to: the impact of continued uncertain conditions in global financial markets and political and generally local and international economy (including those resulting from the RussiaUkraine conflict); market developments and government actions (including those arising from changes in the relationship between the UK and the EU); the effect of credit spread volatility on the net unrealized value of the investment portfolio; the effect of losses from counterparty defaults, including potential sovereign debt defaults or restructurings, on the value of our investments; changes in interest rates that may cause policyholders to surrender their contracts, reduce the value or yield of our investment portfolio and affect our asset-liability matching; the unforeseen consequences of benchmark rate reforms, including LIBOR; the impact of changes in inflation in the short or long term; the impact of changes in stock or real estate prices on our investment portfolio; exchange rate fluctuations; the effect of market fluctuations on the value of options and guarantees embedded in some of our life insurance products and the value of the assets backing their reserves; the amount of allocations and depreciations taken on our investments; the effect of adverse capital and credit market conditions on our ability to meet liquidity needs and our access to capital; changes or restrictions on our ability to undertake capital management initiatives; changes or inaccuracy in pricing and provisioning assumptions for insurance business (including with respect to mortality and morbidity trends, lapse rates and policy renewal rates), longevity and endowments; a cyclical decline in the insurance sector; the impact of catastrophic natural and man-made events (including the impact of COVID-19) on our business activities and results of operations; transitional, litigation and physical risks associated with climate change; our reliance on information and technology and third-party service providers for our operations and systems; the impact of the Group’s risk mitigation strategies proving less effective than expected, including the inability of reinsurers to meet their obligations or the unavailability of reinsurance cover; poor investment performance of the Group’s asset management business; the withdrawal by short-term customers of assets under the Group’s management; the inability to manage the risks associated with the operation of securities lending of the Group’s assets and third-party customers; increased competition in the UK and in other countries where we have significant operations; regulatory approval of changes to the Group’s internal model for calculating regulatory capital under the from the United Kingdom version of the Solvency II rules; the impact of actual experience differing from the estimates used to measure and amortize deferred acquisition costs (DAC) and earned value of in-force business (AVIF); the impact of recognizing an impairment of our goodwill or indefinite-lived intangible assets; changes in valuation methodologies, estimates and assumptions used in valuing investment securities; the effect of legal proceedings and regulatory investigations; the impact of operational risks, including inadequate or failed internal and external processes, systems and human error or external events and malicious acts (including cyberattacks and theft, loss or misuse customer data); risks associated with agreements with third parties, including joint ventures; our reliance on third-party distribution channels to deliver our products; funding risks associated with our participation in defined benefit employee pension plans; failure to attract or retain necessary key personnel; the effect of system errors or regulatory changes on the calculation of unit prices or the deduction of fees for our unit-linked products that may require retroactive compensation to our customers; the effect of simplifying our operating structure and business; the effect of a downgrade in one of our ratings by rating agencies on our standing with customers, brokers, agents, wholesalers and other distributors of our products and services; changes to our brand and reputation; changes in tax laws and the interpretation of existing tax laws in the jurisdictions where we operate; changes in international financial reporting standards applicable to insurance companies and their interpretation (for example, IFRS 17); failure to protect our intellectual property; the effect of undisclosed liabilities, segregation issues and other risks associated with divestitures of our businesses; and other uncertainties, such as the diversion of management’s attention and other resources, related to future acquisitions, combinations or divestitures within the relevant industries; the policies, decisions and actions of governmental or regulatory authorities in the UKthe EU, the United States, Canada or elsewhere, including changes to and implementation of major laws and regulations. Please see Aviva’s latest annual report for more details on risks, uncertainties and other factors relevant to the company and its securities.

Aviva disclaims any obligation to update any forward-looking statements contained in this announcement or any other forward-looking statements we may make. The forward-looking statements contained in this report speak only as of the date such statements are made. This report has been prepared for and only for the members of the Society, as a body, and no other person. The Company, its directors, employees, agents or advisers do not accept or assume any liability to any other person to whom this material is shown or into whose hands it may fall, and all responsibility or liability is expressly disclaimed.

As a reminder

Throughout this presentation, we use a range of financial measures to measure our performance and financial strength. These measures include alternative performance measures (APM), which are non-GAAP measures that are not bound by the requirements of IFRS and Solvency II. A full list and additional guidance regarding the APMs used by the Group is available in the “Other information” section of the 2021 annual results announcement. All references to ‘Operating profit’ mean ‘Adjusted operating profit of the group’.

Important information about the B Share Scheme and illustrative consolidation ratio

The illustrative stock consolidation referenced herein refers to a 75 percent ratio. This is an illustrative consolidation ratio based solely on the average market capitalization of Aviva over the last five trading days in February, adjusted for the 2021 final dividend. The actual consolidation ratio to be applied should be published on or around April 4, 2022 and may be calculated on a different basis depending on the volatility of the share price, the directors retaining absolute discretion in determining the final ratio, including by reference to the development of the share price after the date of this press release among others. The purpose of the consolidation is to ensure that the market price of Aviva common stock (as well as other data points for comparability purposes) remains consistent after the B Share Scheme. Estimated proceeds under the B Share Scheme of approximately 100 pence per share are subject to change. Full details of the B Share Program (including mechanics, eligibility, consolidation ratio and proceeds) will be set out in an explanatory circular which will be available on or around April 4, 2022. The B share program and the reverse stock split remain subject to shareholder approval and customary conditions, including no material deterioration in market conditions or the company’s financial condition. This indicative consolidation ratio is not and should not be taken as an expectation or used as the basis of any investment decision. In particular, the actual consolidation ratio applied in share scheme B could result in estimated DPS amounts for 2022 and 2023 different from those mentioned in the document.

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