SEC Company Response from PRUCO LIFE FLEXIBLE PREMIUM VARIABLE ANNUITY ACCOUNT (CIK 0000947703) — Apr 1, 2022
PRUCO LIFE FLEXIBLE PREMIUM VARIABLE ANNUITY ACCOUNT (CIK 0000947703)
Date: April 1, 2022 · CIK: 0000947703 · Accession: 0000947703-22-000181
AI Filing Summary & Sentiment
File numbers found in text: 333-256965, 333-256966, 333-256974, 811-07325
Letter
VIA EDGAR Division of Investment Management Securities and Exchange Commission Post-Effective Amendment No. 1 to Registration Statement on Form N-4 File Nos. 333-256966 and 811-07325 Post-Effective Amendment No. 4 to Registration Statement on Form N-4 File Nos. 333-256965 and 811-07325
Dear Mr. Zapata:
On behalf of the above-referenced Registrants, below are responses to Staff comments received orally on March 28, 2022 to the Post-Effective Amendment filings noted above, including the FlexGuard Income B Series statutory and initial summary prospectuses and FlexGuard I Series statutory prospectus. Included with this submission are revised statutory and initial summary prospectuses for the FlexGuard Income B Series contract and revised statutory prospectus for the FlexGuard I Series contract, which include the changes described below. The Staff’s comments and our responses are as follows.
A.FlexGuard Income B Series Statutory Prospectus
1.Comment:
On the cover page in the first paragraph, provide more detail when citing to the Index Strategies prospectus filed on Form S-3, such as the product name, 1933 Act, and/or hyperlink.
Response:
Alberto H. Zapata, Esq.
April 1, 2022
Page 2
We will add a hyperlink to the following: “Prudential FlexGuard Income, Single Premium Deferred Index-Linked and Variable Annuity (B Series), File Number 333-256974 (the “Index Strategies Prospectus”).”
2.Comment:
On the cover page, delete the first and second sentences in the second paragraph.
Response:
We have deleted the first and second sentences in the second paragraph on the cover page.
3.Comment:
On the cover page, in the last sentence of the second paragraph, cross reference the state variations table in Appendix C.
Response:
We have added the following sentence following the last sentence of the second paragraph: “For more information, see Appendix C, ‘Special Contract Provisions for Annuities Issued in Certain States.’”
4.Comment:
On the cover page, provide a more specific web landing page address for the available index strategies and rates (ie, more specific than www.prudential.com).
Response:
We have replaced the web landing page address with: “www.prudential.com/personal/annuities/products/flexguard-indexed-variable-annuity.”
5.Comment:
In the Key Information Table “Fees and Expenses” section, include a footnote describing when the minimum 1.20% base contract charge applies, similar to the footnote in the “Annual Annuity Expenses” table in the “Fee Table” section.
Response:
We have made this change.
6.Comment:
Alberto H. Zapata, Esq.
April 1, 2022
Page 3
In the Key Information Table “Fees and Expenses” section, include the Index Linked Variable Benefit fee as part of the Base Contract fees.
Response:
We have made this change.
7.Comment:
In the Key Information Table, revise the language and bolding in the preamble to the Annual Cost table to match the Form requirements.
Response:
We have revised the preamble as follows: “Because your Annuity is customizable, the choices you make affect how much you will pay. To help you understand the cost of owning your Annuity, the following table shows the lowest and highest cost you could pay each year, based on current charges. This estimate assumes that you do not take withdrawals from the Annuity, which could add surrender charges that substantially increase costs.”
8.Comment:
In the “Overview of the Annuity” section, more clearly describe the connection between the Index Linked Variable Income Benefit and the Variable Subaccount offered on the product.
Response:
We have included the following language:
“The Index Linked Variable Income Benefit (the “Benefit”) attached to this Annuity has three distinct stages, the Savings Stage, Income Stage and Insured Income Stage. During the Savings Stage the Annuity offers a Variable Subaccount and Index Strategies as opportunities for growth or loss, with levels of downside protection available when allocating to the Index Strategies. Under the Benefit, initial income payments are based on Account Value at the end of the Savings Stage which will, in part, reflect performance from investment in the Variable Subaccount and Index Strategies. During the Income Stage it provides lifetime income with potential for increases in income and some downside protection.”
9.Comment:
In the “Overview of the Annuity” section, revise the reference to the separate prospectus covering the Index Strategies in accordance with Comment 1 above.
Response:
We will add a hyperlink to the defined term, “Index Strategies Prospectus.”
Alberto H. Zapata, Esq.
April 1, 2022
Page 4
10.Comment:
In the “Annual Annuity Expenses” table in the “Fee Table” section, include the Index Linked Variable Benefit Charge as part of the Base Contract Expenses.
Response:
We have made this change.
11.Comment:
In the “Annual Annuity Expenses” table in the “Fee Table” section, remove reference to “Insurance Charge” as equivalent to the Base Contract Expense in footnote 1.
Response:
We have made this change.
12.Comment:
In the “Risk Factors” section, revise the reference to the separate prospectus covering the Index Strategies in accordance with Comment 1 above.
Response:
We will add a hyperlink to the defined term, “Index Strategies Prospectus.”
13.Comment:
In the “Index Strategies” section, revise the reference to the separate prospectus covering the Index Strategies in accordance with Comment 1 above.
Response:
We will add a hyperlink to the defined term, “Index Strategies Prospectus.”
14.Comment:
In the chart in the “Benefits Available Under the Annuity” section, add parenthetical disclosure in the “Maximum Fee” column to indicate that the fee percentage is assessed on Account Value.
Response:
We have added the parenthetical disclosure.
15.Comment:
In the “Index Linked Variable Income Benefit” section, more clearly describe the connection between the Index Linked Variable Income Benefit and the Variable Subaccount offered on the product.
Alberto H. Zapata, Esq.
April 1, 2022
Page 5
Response:
We have included the following language:
“The Benefit has three distinct stages, the Savings Stage, Income Stage and Insured Income Stage. During the Savings Stage the Annuity offers a Variable Subaccount and Index Strategies as opportunities for growth or loss, with levels of downside protection available when allocating to the Index Strategies. Under the Benefit, initial income payments are based on Account Value at the end of the Savings Stage which will, in part, reflect performance from investment in the Variable Subaccount and Index Strategies. During the Income Stage it provides lifetime income with potential for increases in income and some downside protection.”
16.Comment:
In Appendix A, clearly disclose who is the fund adviser and subadviser. What role does PGIM Fixed Income serve? What role does PGIM Investments LLC serve?
Response:
We have revised disclosure in Appendix A to indicate that PGIM Investments LLC is the fund adviser and PGIM Fixed Income serves as fund subadviser.
17.Comment:
In the Statement of Additional Information in the “Financial Statements” section, include hyperlinks to the referenced financial statements.
Response:
The hyperlinks to the referenced financial statements in the Statement of Additional Information have been added.
18.Comment:
In Part C, provide a hyperlink in Item 30 “Indemnification” to the referenced Form 10-Q Exhibit.
Response:
The hyperlink has been added to the referenced Exhibit.
19.Comment:
In Part C, Item 32 “Location of Accounts and Records” consider cross referencing Form N-CEN (not required).
Response:
We will consider this in future filings, as making this change now would require several updates to control processes.
Alberto H. Zapata, Esq.
April 1, 2022
Page 6
B.FlexGuard Income B Series Initial Summary Prospectus
1.Comment:
Carryover statutory prospectus comments, as applicable.
Response:
We have made the applicable changes from the statutory prospectus including with respect to Comment 5, Comment 6, Comment 7, Comment 8, Comment 9, Comment 10, Comment 11, Comment 14, and Comment 16.
2.Comment:
Revise the section header from “Access to Account Value” to “Surrendering Your Contract or Making Withdrawals: Accessing the Money in Your Contract.”
Response:
We have made this change.
C.FlexGuard I Series Statutory Prospectus
1.Comment:
Carryover FlexGuard Income B Series statutory prospectus comments, as applicable.
Response:
We have made the applicable changes from the FlexGuard Income B Series statutory prospectus including with respect to Comment 1, Comment 2, Comment 3, Comment 4, Comment 5, Comment 7, Comment 9, Comment 11, Comment 12, Comment 13, and Comment 16.
2.Comment:
Explain why the Index Linked Variable Income Benefit is not included in the FlexGuard I Series prospectus.
Response:
Our FlexGuard suite of products includes the FlexGuard product and the FlexGuard Income product. The FlexGuard product includes a B Series commissionable product and an I Series advisor-sold product. The Index Linked Variable Income Benefit is a product feature included with the FlexGuard Income product only. It is not included with the FlexGuard product, not FlexGuard I Series nor FlexGuard B Series.
3.Comment:
Alberto H. Zapata, Esq.
April 1, 2022
Page 7
In the Key Information Table, revise the language and bolding in the preamble to the Annual Cost table to match the Form requirements.
Response:
We have revised the preamble as follows: “Because your Annuity is customizable, the choices you make affect how much you will pay. To help you understand the cost of owning your Annuity, the following table shows the lowest and highest cost you could pay each year, based on current charges. This estimate assumes that you do not take withdrawals from the Annuity, which could add surrender charges that substantially increase costs.”
4.Comment:
In Part C, Item 27(h)(3), is the Amended Agreement that is referenced an amendment only or an amended and restated agreement? If an amendment only, then the original agreement must also be included.
Response:
We have added the original Participation Agreement to Part C, Item 27(h). The Agreement will be included in our subsequent filing.
D.New Disclosure
In addition to the disclosure changes in response to Staff comments, we plan to add disclosure to the prospectuses of FlexGuard and FlexGuard Income products issued by Pruco Life Insurance Company related to the sale of Prudential Annuities Life Assurance Corporation (PALAC), an affiliate of Pruco Life and the issuer of certain in-force FlexGuard and FlexGuard Income contracts. As a result of the sale of PALAC, we will make an offer to FlexGuard and FlexGuard Income owners of contracts issued by PALAC to transfer their contracts from PALAC to Pruco Life.
We plan to include disclosure in the Pruco Life FlexGuard N-4 statutory prospectuses regarding the sale and transfer offer as well as summarized disclosure in the Pruco Life N-4 ISPs. We are including the disclosure in this response letter for your awareness and feedback on placement.
We plan to include the following summarized information in the “Overview” section of the Pruco Life FlexGuard and FlexGuard Income statutory prospectuses and ISPs:
“On September 15, 2021, Prudential Financial, Inc. (“Prudential”), the parent company of Prudential Annuities, Inc. (“Prudential Annuities”), and Fortitude Group Holdings, LLC (“Fortitude”) announced that they entered into a definitive agreement under which Prudential will sell all of its outstanding shares of Prudential Annuities Life Assurance Corporation (“PALAC”) to Fortitude (the “Transaction”). The Transaction is expected to close on or about April 1, 2022. PALAC is an affiliate of Pruco Life and was the issuer of certain [FlexGuard] contracts. As a result of the sale of PALAC to Fortitude, [FlexGuard] contracts issued by PALAC will be owned by a Fortitude-owned company. In order to give contract owners of [FlexGuard] contracts issued by PALAC an opportunity to maintain their contracts with a Prudential-owned company, they will be receiving an offer to transfer their contracts from PALAC to Pruco Life. For more information, please refer to the “Additional Information” section of the statutory prospectus.”
Alberto H. Zapata, Esq.
April 1, 2022
Page 8
We plan to include the following information in the “Additional Information” section of the Pruco Life FlexGuard and FlexGuard Income statutory prospectuses:
“On September 15, 2021, Prudential Financial, Inc. (“Prudential”), the parent company of Prudential Annuities, Inc. (“Prudential Annuities”), and Fortitude Group Holdings, LLC (“Fortitude”) announced that they entered into a definitive agreement under which Prudential will sell all of its outstanding shares of Prudential Annuities Life Assurance Corporation (“PALAC”) to Fortitude (the “Transaction”). The Transaction is expected to close on or about April 1, 2002, subject to receipt of regulatory approvals and satisfaction of other closing conditions. PALAC is an affiliate of Pruco Life and was the issuer of certain [FlexGuard] contracts. Fortitude is an independent company backed by a consortium of sophisticated, long-term oriented institutional investors led by The Carlyle Group and T&D Insurance Group.
As part of the Transaction, Pruco Life will reinsure benefits provided under the [FlexGuard] contracts issued by PALAC. Following the close of the Transaction, The Prudential Insurance Company of America will service and administer the [FlexGuard] contracts issued by PALAC.
As a result of the sale of PALAC to Fortitude, [FlexGuard] contracts issued by PALAC will be owned by a Fortitude-owned company. In order to give contract owners of [FlexGuard] contracts issued by PALAC an opportunity to maintain their contracts with a Prudential-owned company, they will be receiving an offer to transfer their contracts from PALAC to Pruco Life.
Owners of [FlexGuard] contracts issued by PALAC may choose to consent to or reject the transfer of their contracts to Pruco Life. If they choose to consent to the transfer, their contracts will be transferred to Pruco Life. All rights, duties, obligations and liabilities of PALAC under their contracts will be assumed by Pruco Life. All the terms, conditions and benefits of their contracts will remain the same, except that all references to PALAC will be changed to Pruco Life. If they choose to reject the transfer, they will keep their contracts with PALAC, which will be a subsidiary of Fortitude. Consent procedures vary depending on applicable state laws.
If an owner of a [FlexGuard] contract issued by PALAC accepts this transfer, the transaction will be processed and confirmed to them in writing as described in this prospectus under the sections entitled “Valuing Your Investment and Interim Value of Index Strategies – Processing and Valuing Transactions,” a certificate of assumption will be issued to them and Pruco Life will be their insurer. No contingent deferred sales charge (CDSC) will be charged on the transfer, and CDSC charges after the transfer will be calculated based on the date of the premium payments made under the PALAC contract.
If an owner of a [FlexGuard] contract issued by PALAC accepts this transfer, they should make any additional purchase paymen
Show Raw Text
CORRESP
1
filename1.htm
combo
Richard H. Kirk
Vice President, Corporate Counsel
The Prudential Insurance Company of America
213 Washington Street, Newark, NJ 07102-2917
Tel 203-925-3707
richard.kirk@prudential.com
April 1, 2022
VIA EDGAR
Alberto H. Zapata, Esq.
Senior Counsel
Disclosure Review and Accounting Office
Division of Investment Management
Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549
Re: Responses to SEC Staff Comments
Pruco Life Insurance Company
Pruco Life Flexible Premium Variable Annuity Account
Post-Effective Amendment No. 1 to Registration Statement on Form N-4
File Nos. 333-256966 and 811-07325
Post-Effective Amendment No. 4 to Registration Statement on Form N-4
File Nos. 333-256965 and 811-07325
Dear Mr. Zapata:
On behalf of the above-referenced Registrants, below are responses to Staff comments received orally on March 28, 2022 to the Post-Effective Amendment filings noted above, including the FlexGuard Income B Series statutory and initial summary prospectuses and FlexGuard I Series statutory prospectus. Included with this submission are revised statutory and initial summary prospectuses for the FlexGuard Income B Series contract and revised statutory prospectus for the FlexGuard I Series contract, which include the changes described below. The Staff’s comments and our responses are as follows.
A.FlexGuard Income B Series Statutory Prospectus
1.Comment:
On the cover page in the first paragraph, provide more detail when citing to the Index Strategies prospectus filed on Form S-3, such as the product name, 1933 Act, and/or hyperlink.
Response:
Alberto H. Zapata, Esq.
April 1, 2022
Page 2
We will add a hyperlink to the following: “Prudential FlexGuard Income, Single Premium Deferred Index-Linked and Variable Annuity (B Series), File Number 333-256974 (the “Index Strategies Prospectus”).”
2.Comment:
On the cover page, delete the first and second sentences in the second paragraph.
Response:
We have deleted the first and second sentences in the second paragraph on the cover page.
3.Comment:
On the cover page, in the last sentence of the second paragraph, cross reference the state variations table in Appendix C.
Response:
We have added the following sentence following the last sentence of the second paragraph: “For more information, see Appendix C, ‘Special Contract Provisions for Annuities Issued in Certain States.’”
4.Comment:
On the cover page, provide a more specific web landing page address for the available index strategies and rates (ie, more specific than www.prudential.com).
Response:
We have replaced the web landing page address with: “www.prudential.com/personal/annuities/products/flexguard-indexed-variable-annuity.”
5.Comment:
In the Key Information Table “Fees and Expenses” section, include a footnote describing when the minimum 1.20% base contract charge applies, similar to the footnote in the “Annual Annuity Expenses” table in the “Fee Table” section.
Response:
We have made this change.
6.Comment:
Alberto H. Zapata, Esq.
April 1, 2022
Page 3
In the Key Information Table “Fees and Expenses” section, include the Index Linked Variable Benefit fee as part of the Base Contract fees.
Response:
We have made this change.
7.Comment:
In the Key Information Table, revise the language and bolding in the preamble to the Annual Cost table to match the Form requirements.
Response:
We have revised the preamble as follows: “Because your Annuity is customizable, the choices you make affect how much you will pay. To help you understand the cost of owning your Annuity, the following table shows the lowest and highest cost you could pay each year, based on current charges. This estimate assumes that you do not take withdrawals from the Annuity, which could add surrender charges that substantially increase costs.”
8.Comment:
In the “Overview of the Annuity” section, more clearly describe the connection between the Index Linked Variable Income Benefit and the Variable Subaccount offered on the product.
Response:
We have included the following language:
“The Index Linked Variable Income Benefit (the “Benefit”) attached to this Annuity has three distinct stages, the Savings Stage, Income Stage and Insured Income Stage. During the Savings Stage the Annuity offers a Variable Subaccount and Index Strategies as opportunities for growth or loss, with levels of downside protection available when allocating to the Index Strategies. Under the Benefit, initial income payments are based on Account Value at the end of the Savings Stage which will, in part, reflect performance from investment in the Variable Subaccount and Index Strategies. During the Income Stage it provides lifetime income with potential for increases in income and some downside protection.”
9.Comment:
In the “Overview of the Annuity” section, revise the reference to the separate prospectus covering the Index Strategies in accordance with Comment 1 above.
Response:
We will add a hyperlink to the defined term, “Index Strategies Prospectus.”
Alberto H. Zapata, Esq.
April 1, 2022
Page 4
10.Comment:
In the “Annual Annuity Expenses” table in the “Fee Table” section, include the Index Linked Variable Benefit Charge as part of the Base Contract Expenses.
Response:
We have made this change.
11.Comment:
In the “Annual Annuity Expenses” table in the “Fee Table” section, remove reference to “Insurance Charge” as equivalent to the Base Contract Expense in footnote 1.
Response:
We have made this change.
12.Comment:
In the “Risk Factors” section, revise the reference to the separate prospectus covering the Index Strategies in accordance with Comment 1 above.
Response:
We will add a hyperlink to the defined term, “Index Strategies Prospectus.”
13.Comment:
In the “Index Strategies” section, revise the reference to the separate prospectus covering the Index Strategies in accordance with Comment 1 above.
Response:
We will add a hyperlink to the defined term, “Index Strategies Prospectus.”
14.Comment:
In the chart in the “Benefits Available Under the Annuity” section, add parenthetical disclosure in the “Maximum Fee” column to indicate that the fee percentage is assessed on Account Value.
Response:
We have added the parenthetical disclosure.
15.Comment:
In the “Index Linked Variable Income Benefit” section, more clearly describe the connection between the Index Linked Variable Income Benefit and the Variable Subaccount offered on the product.
Alberto H. Zapata, Esq.
April 1, 2022
Page 5
Response:
We have included the following language:
“The Benefit has three distinct stages, the Savings Stage, Income Stage and Insured Income Stage. During the Savings Stage the Annuity offers a Variable Subaccount and Index Strategies as opportunities for growth or loss, with levels of downside protection available when allocating to the Index Strategies. Under the Benefit, initial income payments are based on Account Value at the end of the Savings Stage which will, in part, reflect performance from investment in the Variable Subaccount and Index Strategies. During the Income Stage it provides lifetime income with potential for increases in income and some downside protection.”
16.Comment:
In Appendix A, clearly disclose who is the fund adviser and subadviser. What role does PGIM Fixed Income serve? What role does PGIM Investments LLC serve?
Response:
We have revised disclosure in Appendix A to indicate that PGIM Investments LLC is the fund adviser and PGIM Fixed Income serves as fund subadviser.
17.Comment:
In the Statement of Additional Information in the “Financial Statements” section, include hyperlinks to the referenced financial statements.
Response:
The hyperlinks to the referenced financial statements in the Statement of Additional Information have been added.
18.Comment:
In Part C, provide a hyperlink in Item 30 “Indemnification” to the referenced Form 10-Q Exhibit.
Response:
The hyperlink has been added to the referenced Exhibit.
19.Comment:
In Part C, Item 32 “Location of Accounts and Records” consider cross referencing Form N-CEN (not required).
Response:
We will consider this in future filings, as making this change now would require several updates to control processes.
Alberto H. Zapata, Esq.
April 1, 2022
Page 6
B.FlexGuard Income B Series Initial Summary Prospectus
1.Comment:
Carryover statutory prospectus comments, as applicable.
Response:
We have made the applicable changes from the statutory prospectus including with respect to Comment 5, Comment 6, Comment 7, Comment 8, Comment 9, Comment 10, Comment 11, Comment 14, and Comment 16.
2.Comment:
Revise the section header from “Access to Account Value” to “Surrendering Your Contract or Making Withdrawals: Accessing the Money in Your Contract.”
Response:
We have made this change.
C.FlexGuard I Series Statutory Prospectus
1.Comment:
Carryover FlexGuard Income B Series statutory prospectus comments, as applicable.
Response:
We have made the applicable changes from the FlexGuard Income B Series statutory prospectus including with respect to Comment 1, Comment 2, Comment 3, Comment 4, Comment 5, Comment 7, Comment 9, Comment 11, Comment 12, Comment 13, and Comment 16.
2.Comment:
Explain why the Index Linked Variable Income Benefit is not included in the FlexGuard I Series prospectus.
Response:
Our FlexGuard suite of products includes the FlexGuard product and the FlexGuard Income product. The FlexGuard product includes a B Series commissionable product and an I Series advisor-sold product. The Index Linked Variable Income Benefit is a product feature included with the FlexGuard Income product only. It is not included with the FlexGuard product, not FlexGuard I Series nor FlexGuard B Series.
3.Comment:
Alberto H. Zapata, Esq.
April 1, 2022
Page 7
In the Key Information Table, revise the language and bolding in the preamble to the Annual Cost table to match the Form requirements.
Response:
We have revised the preamble as follows: “Because your Annuity is customizable, the choices you make affect how much you will pay. To help you understand the cost of owning your Annuity, the following table shows the lowest and highest cost you could pay each year, based on current charges. This estimate assumes that you do not take withdrawals from the Annuity, which could add surrender charges that substantially increase costs.”
4.Comment:
In Part C, Item 27(h)(3), is the Amended Agreement that is referenced an amendment only or an amended and restated agreement? If an amendment only, then the original agreement must also be included.
Response:
We have added the original Participation Agreement to Part C, Item 27(h). The Agreement will be included in our subsequent filing.
D.New Disclosure
In addition to the disclosure changes in response to Staff comments, we plan to add disclosure to the prospectuses of FlexGuard and FlexGuard Income products issued by Pruco Life Insurance Company related to the sale of Prudential Annuities Life Assurance Corporation (PALAC), an affiliate of Pruco Life and the issuer of certain in-force FlexGuard and FlexGuard Income contracts. As a result of the sale of PALAC, we will make an offer to FlexGuard and FlexGuard Income owners of contracts issued by PALAC to transfer their contracts from PALAC to Pruco Life.
We plan to include disclosure in the Pruco Life FlexGuard N-4 statutory prospectuses regarding the sale and transfer offer as well as summarized disclosure in the Pruco Life N-4 ISPs. We are including the disclosure in this response letter for your awareness and feedback on placement.
We plan to include the following summarized information in the “Overview” section of the Pruco Life FlexGuard and FlexGuard Income statutory prospectuses and ISPs:
“On September 15, 2021, Prudential Financial, Inc. (“Prudential”), the parent company of Prudential Annuities, Inc. (“Prudential Annuities”), and Fortitude Group Holdings, LLC (“Fortitude”) announced that they entered into a definitive agreement under which Prudential will sell all of its outstanding shares of Prudential Annuities Life Assurance Corporation (“PALAC”) to Fortitude (the “Transaction”). The Transaction is expected to close on or about April 1, 2022. PALAC is an affiliate of Pruco Life and was the issuer of certain [FlexGuard] contracts. As a result of the sale of PALAC to Fortitude, [FlexGuard] contracts issued by PALAC will be owned by a Fortitude-owned company. In order to give contract owners of [FlexGuard] contracts issued by PALAC an opportunity to maintain their contracts with a Prudential-owned company, they will be receiving an offer to transfer their contracts from PALAC to Pruco Life. For more information, please refer to the “Additional Information” section of the statutory prospectus.”
Alberto H. Zapata, Esq.
April 1, 2022
Page 8
We plan to include the following information in the “Additional Information” section of the Pruco Life FlexGuard and FlexGuard Income statutory prospectuses:
“On September 15, 2021, Prudential Financial, Inc. (“Prudential”), the parent company of Prudential Annuities, Inc. (“Prudential Annuities”), and Fortitude Group Holdings, LLC (“Fortitude”) announced that they entered into a definitive agreement under which Prudential will sell all of its outstanding shares of Prudential Annuities Life Assurance Corporation (“PALAC”) to Fortitude (the “Transaction”). The Transaction is expected to close on or about April 1, 2002, subject to receipt of regulatory approvals and satisfaction of other closing conditions. PALAC is an affiliate of Pruco Life and was the issuer of certain [FlexGuard] contracts. Fortitude is an independent company backed by a consortium of sophisticated, long-term oriented institutional investors led by The Carlyle Group and T&D Insurance Group.
As part of the Transaction, Pruco Life will reinsure benefits provided under the [FlexGuard] contracts issued by PALAC. Following the close of the Transaction, The Prudential Insurance Company of America will service and administer the [FlexGuard] contracts issued by PALAC.
As a result of the sale of PALAC to Fortitude, [FlexGuard] contracts issued by PALAC will be owned by a Fortitude-owned company. In order to give contract owners of [FlexGuard] contracts issued by PALAC an opportunity to maintain their contracts with a Prudential-owned company, they will be receiving an offer to transfer their contracts from PALAC to Pruco Life.
Owners of [FlexGuard] contracts issued by PALAC may choose to consent to or reject the transfer of their contracts to Pruco Life. If they choose to consent to the transfer, their contracts will be transferred to Pruco Life. All rights, duties, obligations and liabilities of PALAC under their contracts will be assumed by Pruco Life. All the terms, conditions and benefits of their contracts will remain the same, except that all references to PALAC will be changed to Pruco Life. If they choose to reject the transfer, they will keep their contracts with PALAC, which will be a subsidiary of Fortitude. Consent procedures vary depending on applicable state laws.
If an owner of a [FlexGuard] contract issued by PALAC accepts this transfer, the transaction will be processed and confirmed to them in writing as described in this prospectus under the sections entitled “Valuing Your Investment and Interim Value of Index Strategies – Processing and Valuing Transactions,” a certificate of assumption will be issued to them and Pruco Life will be their insurer. No contingent deferred sales charge (CDSC) will be charged on the transfer, and CDSC charges after the transfer will be calculated based on the date of the premium payments made under the PALAC contract.
If an owner of a [FlexGuard] contract issued by PALAC accepts this transfer, they should make any additional purchase paymen