New York, August 14, 2012 -- Moody's Investors Service has assigned a Baa2(hyb) subordinated debt rating to Reinsurance Group of America, Inc.'s ("RGA"; NYSE: RGA, senior debt at Baa1/stable) $400 million issuance of 30-year 6.20% fixed rate debentures. The debentures are a drawdown from a shelf registration filed in August, 2011. Proceeds are expected to be used for general corporate purposes. The outlook on the debt is stable.

RATINGS RATIONALE

According to Moody's Senior Vice President, Scott Robinson, "RGA's debt issuance should allow the company to replenish capital used in a recently announced $5.4 billion fixed annuity transaction. Pro forma for the debt issuance, the company's financial leverage is around 25% (including AOCI), which is at the upper end of the expected range for the ratings." The rating agency commented that the debentures are expected to receive some equity credit according to Moody's hybrid methodology.

The rating agency noted that the Baa2(hyb) rating of the new debentures is consistent with Moody's normal notching practice; it is one notch higher than the rating on the company's outstanding 6.75% junior subordinated debentures due in 2065, which is lower in seniority and contains a meaningful mandatory deferral trigger.

Moody's commented that RGA's Baa1 senior unsecured debt rating and the A1 IFS rating of its U.S. life insurance operating companies are based primarily on the group's strong and stable financial profile, including consistent profitability, even during the 2008-9 downturn in the economy and capital markets. RGA's ratings also recognize the company's strong market position in the North American life reinsurance industry, its status as a key player in facultative reinsurance and its expertise in managing mortality risk as demonstrated by the company's performance in its core domestic operations. In addition, RGA has opportunities for international expansion in selected markets, although growth in international and non-traditional businesses presents additional surveillance, regulatory, political and structuring risks.

The rating agency added that RGA's strengths are somewhat offset by the relatively higher volatility in quarterly mortality results, as well as the potential volatility from non-traditional forms of reinsurance, and from foreign operations. In addition, RGA Reinsurance Company (RGA Re), RGA's primary life operating company, has had historically low statutory earnings, partly driven by statutory strain related to growth. The potential for the pace of mortality improvements to slow, exposure to catastrophic risks, slower growth in the mature North American markets, and moderate financial leverage are additional credit challenges. An additional credit concern is that, like all reinsurers, RGA has a substantial concentration in mortality risk and could be subject to severe capital pressure in the event of an acute global pandemic.

RATING DRIVERS

Moody's noted that given the significant capital volatility associated with the company's exposure to pandemic risk, a ratings upgrade absent significant mitigation of this exposure is unlikely. That said, the following could place upward pressure on the company's ratings: 1) consolidated GAAP earnings consistently above 15% ROE; 2) NAIC RBC ratio of RGA Re above 350% and well capitalized offshore captive entities; 3) financial leverage of RGA below 15% and earnings coverage consistently above 10x; and 4) holding company cash flow coverage of interest expense of more than 7x.

Conversely, the following could cause downward pressure on the company's ratings: 1) consistently worse-than-expected mortality experience or a pandemic event causing a loss in capital of more than 15%; 2) Encumbered assets totaling more than 40% of group's total assets; 3) GAAP earnings consistently below 5% ROC; 4) RBC ratio of RGA Re below 275% and/or deterioration of capitalization of offshore captives; and 5) financial leverage of RGA consistently above 25%, earnings interest coverage below 7x, or holding company cash flow coverage of interest expense of less than 4x.

Reinsurance Group of America, Inc., headquartered in Chesterfield, Missouri, reported total assets of approximately $38.3 billion and shareholders' equity of $6.2 billion as of June 30, 2012.

Moody's insurance financial strength ratings are opinions of the ability of insurance companies to pay punctually senior policyholder claims and obligations.

The principal methodology used in this rating was Moody's Global Rating Methodology for Reinsurers published in December 2011. Please see the Credit Policy page on www.moodys.com for a copy of this methodology.

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Scott Robinson Senior Vice President Financial Institutions Group Moody'sInvestors Service, Inc.250 Greenwich StreetNew York, NY 10007 U.S.A. JOURNALISTS: 212-553-0376 SUBSCRIBERS: 212-553-1653Robert Riegel MD - Insurance Financial Institutions Group JOURNALISTS: 212-553-0376 SUBSCRIBERS: 212-553-1653 Releasing Office: Moody's Investors Service, Inc.250 Greenwich StreetNew York, NY 10007 U.S.A. JOURNALISTS: 212-553-0376 SUBSCRIBERS: 212-553-1653(C) 2012 Moody's Investors Service, Inc. and/or its licensors and affiliates (collectively, "MOODY'S"). All rights reserved.

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