Good morning and thank you for joining Lincoln Financial Group's Third Quarter 2019 Earnings Conference Call. At this time, all lines are in listen-only mode. Later, we will announce the opportunity for questions and instructions will be given at that time. [Operator Instructions]Now, I would like to turn the conference over to the Corporate Treasurer, Chris Giovanni. Please go ahead sir.

Thank you, Kathryn. Good morning and welcome to Lincoln Financial's third quarter earnings call. Before we begin, I have an important reminder. Any comments made during the call regarding future expectations, trends and market conditions, including comments about sales and deposits, expenses, income from operations, share repurchases, liquidity, and capital resources are forward-looking statements under the Private Securities Litigation Reform Act of 1995.These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from current expectations. These risks and uncertainties include those described in the cautionary statement disclosures in our earnings release issued yesterday, as well as those detailed in our 2018 Annual Report on Form 10-K, most recently most recent quarterly report on Form 10-Q, and from time-to-time in our other filings with the SEC. These forward-looking statements are made only as of today and we undertake no obligation to update or revise any of them to reflect events or circumstances that occur after this date.We appreciate your participation today and invite you to visit Lincoln's website www.lincolnfinancial.com, where you can find our press release and statistical supplement which include a full reconciliation to the non-GAAP measures used in the call, including adjusted return on equity and adjusted income from operations or adjusted operating income to their most comparable GAAP measures.Presenting on today's call are Dennis Glass, President and Chief Executive Officer; and Randy Freitag, Chief Financial Officer and Head of Individual Life. After their prepared remarks, we will move to the question-and-answer portion of the call.I would now like to turn the call over to Dennis.

Thank you, Chris. Good morning everyone. Third quarter earnings were disappointing, but I am confident that our strategies and management actions are driving and are going to continue to drive earnings growth. I also want to emphasize that our franchise and business model have the strength to deal with low interest rates, a headwind, facing us and the industry.First, on the quarter's negative operating earnings results there were three primary impacts. Number one, our annual review included a significant charge with a component related to interest rates. While our interest rate assumptions were already more conservative than most competitors, we still followed a rigorous process and made appropriate changes.Number two, alternatives meaningfully underperformed as we wrote down a large private equity holding. This is an investment we've owned for many years. The third impact was quarterly fluctuations we see from time to time. Randy will cover each of these in more detail shortly.Turning to the ongoing strength of the franchise, we continue to benefit from actions taken by management to accelerate growth, diversify sales, achieve appropriate returns, and tactically tilt our sales mix towards shorter duration products which are less sensitive to interest rates. These actions helped drive double-digit sales growth in annuities, life insurance, in group protection and along with the Liberty acquisition resulted in 84% of our total sales coming from products without long-term guarantees up 20 percentage points compared to five years ago.We are also successfully executing on our digital program and diligently managing expenses which were down 3% compared to the prior year quarter. Net savings from our digital program should begin to ramp up next year and along with further Liberty integration savings provide a tailwind to earnings in the medium term.Lastly, our diversified and attractive business mix enables us to consistently generate a significant…

Thank you, Dennis. Last night we reported a third quarter adjusted operating loss of $46 million or $0.25 per share. As we noted in the earnings release, this year's annual review of DAC and reserve assumptions resulted in a charge of $403 million or $2 per share. Included in this was $291 million from interest rates of which $139 million came from the impact of the significant drop in rates on the starting point.Additionally, we lowered our long-term ultimate interest rate assumption to 3.5% and extended our gradient period to seven years, which resulted in a $152 million negative impact. Based on our review of industry surveys, we remain on the conservative side with respect to interest rate assumptions and continue to follow our normal process of prudently responding to changes in the capital markets and appropriately reflecting our experience across our assumptions.Outside of interest rates there was a $112 million net unfavorable impact with mortality updates and higher reassurance cost coming in negative, partially offset by several adjustments, including modifications to policyholder behavior assumptions and other items. As part of this year's review we did not unlock to the coming quarter which still provides an approximate $135 million after-tax cushion against declines in the equity markets.In addition to the significant impacts from the annual assumption review, there were a few other items that resulted in some large variability this quarter including negative returns in the alternatives portfolio primarily from the write-down Dennis mentioned, reduced adjusted operating earnings by $94 million or $0.47 per share relative to expectations. And quarterly fluctuations in individual life mortality relative to our annual expectations along with a higher group loss ratio reduced adjusted operating earnings by $42 million or $0.21 per share.We are normalizing for unlocking alternatives and quarterly fluctuations and implies an EPS…

Thank you, Dennis and Randy.We will now begin the question-and-answer portion of the call. As a reminder, we ask that you please limit yourself to one question and only one follow-up and then re-queue for additional questions. And with that, let me turn it back over to the operator.

Thank you. [Operator Instructions] And our first question comes from Ryan Krueger with KBW. Your line is open.

Hi, thanks, good morning. Randy, do you expect much ongoing impact from the actuarial assumption review to future earnings?

Hey Ryan. As I've said in prior unlockings, I'd expect a bit of a headwind from these changes. But when I sit down, I take a look at analyst expectations for the next quarter. I don't see much of an overall impact. I think there are a couple of items that I'd point out as we move into 2020, outside of that impact. First, as we mentioned, the decline in rates has moved spread compression up a little bit. So we have been traveling in the 2% range and I think we're up towards 3%.So if you do the math, that's approximately $20 million. And the other thing I'd point out is that resolutions that we've had with some major reinsurance partners this year, I think would imply a headwind of a similar magnitude, but I also point out that we've been having these exact sorts of impacts over the past five years or six years and we are going to work hard to overcome them with things like the digital program. So, I don't see much other than the items I mentioned, Ryan.

Got it, thanks. And then just higher level, clearly had a number of things go against you this quarter. It sounded like I think in your prepared remarks, you sounded like you were pointing to $2.40 is still a pretty good run rate going forward. Just wanted to confirm if that's kind of your intention to suggest that's a better run rate going forward past this quarter?

Ryan, absolutely. So I said approximately $2.40 in my script. We've noted that the earnings themselves reported were $0.25 negative, but the three specific items we mentioned, which were the unlocking, which was $2 per share, which was the alternatives underperformance primarily in that one security was $0.47. So if you add those two items to what we reported, you would get to $2.22.The other items we mentioned were the individual life mortality. That was $29 million. Then also mentioned that the group business itself had a bit of a tick up, a little bit of a tick up in their loss ratios and that was in the range of $13 million or so. I also noted that, that was offset by a favorable reserve review impact, but so if you take the $29 million and $13 million, that would be another $0.20 or $0.21 or so.So, if you add those items together, you'd get up to the approximate $2.40 that I mentioned and exactly consistent with sort of what we expect coming out of the quarter.

Great. Thanks, Randy.

You bet.

Thank you. And our next question comes from Alex Scott with Goldman Sachs. Your line is open.

Hi, good morning. I guess my first question is just on corporate expenses. I mean, it looks like it's running at a higher level and I know part of that is just pre-funding maturity next year, but I'd just be interested to hear where you expect that to run, I mean how much will that benefit from some of the things you're doing on the efficiency side as we think about next year?

Hey, Alex. Thanks for the question. Let me just speak to corporate or other operations in total. I'd say that this quarter had a few negatives that primarily were on the benefits line. I think if you look in there, we've seen some seasonality in benefits in other operations segment typically in the third quarter.So I think there were some negatives, maybe in the mid-single digit range, but I'd point out that if you looked at across for instance in retirement, I think they had some small positives that probably from a total standpoint sort of offset each other. So Other Operations segment did have a little bit of a negative tinge this quarter, but I think that was offset by some other items across other businesses.

Got it. And them a follow up I had was just with the stock trading where it is. Is there anything strategically you guys can do to take advantage of the situation, the valuation, the environment or is the macro where it is and rates as low as they are, I mean, does that kind of prevent you from acting?

Alex, it's Dennis. Our intention is to continue to review all options that would result an increase in the growth rate of earnings per share. I think the lower interest rates make that a little bit more difficult today, but there is a flow of ideas that are coming through, nothing that is imminent. So the answer is interest rates make it tougher, but we continue to review all opportunities, both from a normal growth perspective and the occasional unique item to grow EPS,

Alex, I'd also point out that it's just if you look at this year, we've been able to fund substantial growth in sales, in life and annuities while at the same time continuing to return capital to shareholders. I think year-to-date, we're at about $765 million of capital return, $540 million of that in buyback. So not only have we been able to fund the strong sales growth we've seen, but we've been able to continue to return capital to shareholders and obviously, that's our goal, to continue to fund organic growth while at the same time in a disciplined manner returning capital to shareholders.

Thank you.

Thank you. And our next question comes from Tom Gallagher with Evercore ISI. Your line is open.

Good morning. Can you discuss, Randy, can you talk a little bit about what the underlying drivers were on the mortality and reinsurance pricing side? The reason I ask is, I'm just wondering have you reflected the rate that's been pushed through by the reinsurers currently, or are you assuming further rate increases or put through just - and I'm saying that just because you've obviously had adverse mortality in three of the last four quarters now.So I just want to know whether, I don't know there is some, there is some level of assumed, we'll call it, adversity that's embedded in this review, whether it's reinsurance cost to your own mortality or whether you're assuming that, that normalizes or reverts back to like normal trend?

Tom, I think there are a couple of questions inside there. So let me hopefully tackle all of them. On the other impacts, and as we mentioned, the other impacts outside of interest rates totaled $112 million and $95 million of that was in the Life business. I will make a few comments on some of the components.So as we do every year, we obviously analyzed mortality, that's one of the big components. And what we found was there is a small slice of business where mortality rates are at the older stages. We're a little out of wax, we brought them in line with the rest of the book and that drove one of the negative impacts I referenced.On the reinsurance side, really look at this as the completion of what has been a six-year process, which saw us back in 2014, put estimates in our models that reinsurance rates would go up. In 2019, we completed negotiations with most of our major reinsurance partners and really have good clarity on the few remaining pieces.So I believe that this puts that issue largely behind us. On the favorable side, modifications to policyholder, behavior assumptions, investment allocations and some of the other items, I think this is just the nature of assumptions, things emerge, you see more experience, it's going to lead to some pluses. It's going to lead to some minuses, and hopefully over time they equal out. This year, unfortunately they were on the negative side.But once again over time and we've actually seen this, they have tended to even out. I think I looked at this recently over the last decade and looked at de-unlockings by with all the pieces. And outside of interest rates, what you see is that over the last decade, all of the…

That was helpful, Randy. And from what Dennis mentioned on impacts and I think you reiterated that point, it sounds like there is not much of a statutory impact expected based on low rates, but what about a consequence of this charge? Is there any, should we think about any reduction in stat earnings because I think at least the comments I heard, it seemed more be directed at the balance sheet, I'm just curious whether you would expect there to be any impact to statutory earnings or cash flow?

Not going forward, Tom. I mean I think for this quarter obviously the alternatives that flows through statutory earnings and this quarter's unfavorable mortality would flow to this quarter's earnings but not going forward, I don't see an impact.And as a reminder, on our statutory asset adequacy and testing, Dennis mentioned this, we really don't see negative impacts until that 10-year treasury using that as a proxy, gets down to the 1% range where we see roughly $350 million of asset adequacy reserves required, 50 basis points on the tenure goes to about $700 million. Those aren't small numbers, but those are manageable numbers in the context of a company with $9.4 billion of statutory surplus.

Got it. All right, thank you.

You bet.

Thank you. And our next question comes from Erik Bass with Autonomous Research. Your line is open.

Hi, thank you. Starting with the group business, you mentioned a little bit of softness in terms of the claims experienced this quarter. I was just hoping you can give a little bit more color there on what drove that?

Yes. So inside the group, which had $61 million of reported earnings, you had a favorable impact from the reserve review this year of about $10 million and then offsetting that you had slightly elevated loss ratios in the quarter and that was pretty much evenly split between life and disability, and in both cases, it was driven by severity. So life claims came in a little higher than our average expectation and the average reserve we put up on new LTD claims came in a little higher than our expectations.

Got it. Thank you. And then on the interest rate assumption change, I realized you moved more than just the kind of long-term rate assumption, but you kind of put in context the change this quarter versus the guidance you had given, I think at Investor Day of $160 million impact for a 50 basis points change.

Yes, Erik, I'll take that. So the guidance we've given, which has really been focused on a change in that ultimate rate assumption has been $160 million per 50 basis points. This quarter, we reduced that assumption by 25 basis points and we saw pretty much exactly half of that $160 million. I think it came in at actually at $74 million.Additionally, you have heard us reference in the past, maybe it was a couple of years ago, referenced the fact that at least from a financial impact standpoint, we saw that five years of grade was roughly the equivalent of 50 basis points cut and that, once again, that's what we saw, we extended our grade from five to seven and we saw roughly that impact came in at $78 million.So you sum those up, $152 million, I think of what we did this year has been pretty much economically or financially equivalent to a 50 basis point reduction in the ultimate rate. So when they some up to 25 basis point reduction and the extension of the grade I think about it has been pretty much equivalent from financial standpoint to a 50 basis point reduction.

Got it. And then the remainder is just truing up for actual versus expected rates over the past year?

Yes, and this isn't a number, which has been in our results every year, just at a much lower level, but we've never seen year-over-year, the kind of underperformance we had this year to help you understand this quarter. Third quarter we invested due money at $370 million. But there was deceleration as you were moving throughout the quarter.And so the rate we embedded at the starting point was actually lower than the $370 million that came in overall the books of business on average at about $350 million. As a reminder, last year in the third quarter, we were investing money at $430 million at that time. And of course that number in our model would have been grading up over time.So that can give you a sense of the magnitude of the drop in the starting point that drove that $139 million impact.

Got it. Thank you. That's helpful.

Thank you. And our next question comes from Suneet Kamath with Citi. Your line is open.

Thanks, good morning. I wanted to start with RPS, earlier this week, there was some chatter in the media about some reviews of the 403(b) business, in particular, the K-12 business. So just curious, how big of business is that for you guys within the RPS segment?

Yeah, this is Dennis. It's about10% of assets, 4% of annual deposits. So it's not very big for us.

Got it. And then I guess maybe high level for Dennis. As you think about the current interest rate environment and assuming that we don't really see any material changes from here, how are you balancing this trade-off between kind of growth at the product level and then using some of the freed capital for, if you don't grow for share repurchases?

That's a big question and a good question - a big question and a good question. As I've said in my script, we have to balance maintaining the strength of the franchise, getting the appropriate returns on capital, repricing where necessary and using capital both to grow the business, protect the franchise and then use what's left over to buy back shares, increase the dividend.So it's always a balancing act. I can tell you without question that if we aren't getting the returns on products that are appropriate for our model, we will slow those product sales down and use the freed up capital to buy our shares back, and we've been doing that on and off over the years successfully. So very much a daily decision about where we can get the best return on capital, not a daily decision, but an ongoing decision.

Okay, thanks Dennis.

Thank you. And our next question comes from John Barnidge with Sandler O'Neill. Your line is open.

Thanks. Can you talk about the strong growth in Group sales and maybe how much of this was new distribution partners versus maybe brokers taking you out of the penalty box and your expectations going forward?

Sort of all of the above. We saw a good growth in our life business, good growth in disability, but a little bit less growth or actually negative at dental. And so it's across the spectrum. As I mentioned in my remarks, we're seeing a little success in large case market which is getting us out of the penalty box. As I mentioned, the employee paid market were up quite a bit, 45%, that's cross selling more into the Liberty block where they had not as much emphasis on employee paid sales.Within the book, we're seeing a lot of upselling with existing customers, I think that was up pretty significantly. The upselling with significant customers is if a client has just used us for LTD and they ship over to, say, adding the lifeline. So there's all of these specific issues, but it's the overall strength of the portfolio and bringing - the overall strength of the two companies and using that to increase in sales.

Great, thanks for the answer. My follow-up, I will yield.

Thank you. And our next question comes from Elyse Greenspan with Wells Fargo. Your line is open.

Hi thanks, good morning. My first question is on the Group business. So the loss ratio was a little bit higher this quarter, which you guys pointed to in the prepared remarks. In terms of seasonality, how should we think about, just thinking about the loss ratio for the fourth quarter, any trends that you kind of want to highlight to us?

Elyse, I'd make a general comment. That historically and that doesn't obviously guarantee it's going to happen, but historically we've tended to see a little bit of a tick up in our loss ratio in the fourth quarter. Can't tell you exactly what drives that seasonality, but if you look back at our results, I think you saw a little bit last year in the fourth quarter, for instance.So now that 74.1% we reported, which as I mentioned, had two offsetting items inside of it. I think is right in line, maybe even a little better than our long-term expectations, but to your direct question, historically, we would expect to see a little bit of a tick up in the fourth quarter, we have seen historically a little bit of a tick up in the fourth quarter.

Okay, thanks. And then my second question, so with your annual review, you guys ticked up the grading period associated with your rates to seven years from five years, you said. Just as you were doing the review, I guess, can you just provide us why you kind of you guys settled on seven years as opposed to something else, just kind of background there that you can, any additional color?

You know, Elyse, I don't think there's anything specifically we can speak to other than it just felt like we are in an environment where getting to the final answer, if you will, or getting to that ultimate rate just felt like it was going to take longer than it did coming in. We came into this year at five years, we felt good about that, but as we looked around and thought about all the things that can and are impacting interest rates, it just felt appropriate to us to think about a little longer period of time before all those various items unwound.

And there's a lot of forward-looking and backward-looking analysis that we do. But on the specific issue, one of the examples of what we would be thinking about is a historical look back at how quickly in other historical periods that interest rates moved up from one level to the other one. So that would be an example of what we looked at along with other issues to form a judgment about seven years versus five years.

Okay, thank you very much.

Thank you. Our next question comes from John Nadel with UBS. Your line is open.

Hey, good morning. I realize that this is a challenging environment and I also realize that the question I'm going to ask may seem a little bit extreme, but it sounds like you've probably given us the path to do this math in any case. If, Randy, if someone said to the entire life insurance industry, Lincoln included, no more of this assumption of rising rates over time, and your balance sheet needs to reflect the current rate environment as it is today. Period.So let's just put it in round numbers and say instead of a 3.5% 10-year in seven years, let's just assume it sticks at 175 basis points or 2% for the foreseeable future. How big of an impact would that be on whether it's book value per share or just common equity? And similarly, would there be any related impact on a statutory basis from that kind of an extreme?

So let me take a crack at your question, and I doubt that I am going to be able to answer it exactly, but we have an assumption of the 10-year treasury reverting to 3.5% which seems quite reasonable given all the expectations for growth and everything, but today the 10-year treasury is about 175 basis points lower than that. So, we have an estimate that each 50 basis points reduction is approximately $160 million. We haven't tested and we don't have guidance out there at 175 basis points, but typically we've seen that, that size adjustment has been fairly static for each 50 basis points.So you can --

Okay, that's ratable.

And I also talked about rates at this level in the statutory balance sheet. Once again, we don't see at this level of interest rates any need for additional, any material need for additional asset adequacy reserves. So really not much impact on the statutory balance sheet. The other thing I'd point out to you is that we carry in our overall book value $32 per share of unrealized gain.So if you were to mark your liabilities to market, you would logically think about that rather healthy unrealized gain, which from a dollar standpoint is over $6 billion after tax, I believe, going against any sort of impact like that.

Yes. No, that's what I'm trying to get at. I mean, I know the stock is down like it is today and on the surface, this is a pretty significant charge relative to the impact of the last several years, but even still if we went to that extreme it feels to me like it's somewhere in the $3 per share to $4 per share impact non-cash. And I guess that's what I was trying to get at. So, thank you.

You bet.

Thank you. And our next question comes from Joshua Shanker with Deutsche Bank. Your line is open.

Yes, thanks for picking up at the end of the call. I mean, Suneet now has kind of asked my questions, but I was wondering if we could dig a little deeper. In this SEC investigation into the K-12, can you explain on what they're looking for? And in the past, has these kind of regulatory issues kept you from growing organically or inorganically in that segment of the market?

Yes, I'm not giving - we can't get into depth on that. In that market, we have salaried employees, and so I think our practices are pretty good, but I really don't know what is driving those inquiries.

Okay. And then if you go back to last year, I'm just wondering about the timing of the process. What was sort of the gap in time between your recognition that there was something wrong between the stock price in the fundamental value of your business and you signing a deal with a theme to bring some earnings into the future to accelerate shareholder return, I guess? If that's true today, I'm wondering how long the process in between wanting to do something and being able to do something has there been?

Well, that's a pretty tough question because we're always talking to people and we've been talking for a long time, but not in sort of a negotiation, it will have a quick - it will have a quicker and vice versa. So it's very hard to pinpoint any kind of a non-organic transaction in terms of what's the likelihood. So I'll just say that each one is different and we continue to look at opportunities.

Okay, thanks for the answers.

Thank you. And that's all the time we have for questions right now. We will be able to follow up with those in the queue later this afternoon. I'd like to turn the call back over to Chris Giovanni.

Thank you all for joining us this morning. We'll follow up with those that are still in the queue and as always, we will take your questions on the Investor Relations line at (800) 237-2920 or via email at investorrelations@lfg.com. Thank you all. Have a great day and a great Halloween.

Ladies and gentlemen, this concludes today's conference call. Thank you for participating. You may now disconnect. Have a great day.