OREANDA-NEWS. Fitch Ratings has affirmed Friends Life Holdings plc's (FLH) Long-term Issuer Default Rating (IDR) at 'A-' and its main operating company, Friends Life Limited's (FLL) Insurer Financial Strength (IFS) rating at 'A+' and removed them from Rating Watch Positive (RWP). This follows the completion of the acquisition of the Friends Life group by Aviva Plc. The Outlooks are Positive.

A full list of rating actions is available at the end of this commentary.

KEY RATING DRIVERS

We view the Friends Life group as "Core" to Aviva under our insurance rating methodology, and now rate FLH and FLL accordingly based on the post-acquisition credit profile of Aviva. The "Core" status of the Friends Life group reflects Aviva's plans to integrate the businesses, including an intended Part VII transfer of FLL business into Aviva UK Life and Pensions Limited to create a single legal entity in due course. The "Core" status also reflects the materiality of the Friends Life group to Aviva, with the former representing around 28% of the combined group's total assets.

The new combined group is the largest UK insurance group by assets (around GBP390bn), with significant business diversification between life and non-life insurance, by life product mix, and also geographically, with significant businesses in several European markets and Canada.

The combined group has very strong capitalisation, moderate profitability and financial leverage, but weak fixed-charge coverage. We expect profitability and fixed-charge coverage to improve as Aviva continues with its existing business improvement initiatives and also starts to achieve synergies and efficiencies from the integration of the Friends Life business and operations.

We consider the combined management team to have appropriate experience to deliver on planned cost savings, synergies and efficiencies. Aviva's management has already achieved significant improvements in the performance of Aviva since implementing a plan of cost cutting, debt reduction and business refocus, and the Friends Life group has significant experience in the integration of UK life companies.

Fitch expects the management team to deliver on and, ultimately, exceed their plans, leading to improved profitability and fixed-charge coverage and taking the combined group's operating profile towards the 'AA-' IFS rating level. Nevertheless, we believe there is inevitably some execution risk associated with the integration of the Friends Life group into Aviva.

RATING SENSITIVITIES

Friends Life's ratings could be upgraded if there is evidence of a material and sustainable increase in the profitability and fixed-charge coverage of the enlarged Aviva group, as it continues with its business improvement initiatives and the integration of the Friends Life group.

The rating actions are as follows:

Friends Life Holdings plc: Long-Term IDR affirmed at 'A-'; off RWP, Outlook Positive
Friends Life Limited: IFS affirmed at 'A+', off RWP, Outlook Positive

Subordinated debt of FLH, guaranteed by FLL:
XS0181161380: affirmed at 'BBB+', off RWP
XS0222395468: affirmed at 'BBB+', off RWP
XS0430178961: affirmed at 'A-', off RWP
S0620022128: affirmed at 'BBB+', off RWP
XS0851688860: affirmed at 'BBB+', off RWP.