UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM

10-Q

☒

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended

~~March 31,~~June 30, 2022

☐

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Transition Period from_______________________to_______________________


Commission File No.			811-00002


AMERIPRISE CERTIFICATE COMPANY
(Exact name of registrant as specified in its charter)

Delaware

41-6009975

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

1099 Ameriprise Financial Center

Minneapolis

Minnesota

55474

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code:

(612)

671-3131

Former name, former address and former fiscal year, if changed since last report:

Not Applicable

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes

☒

☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes

☒

☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer

☐

Accelerated Filer

☐

Non-accelerated Filer

☒

Smaller reporting company

☐

Emerging growth company

☐


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.			☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes

☐

☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Class

Outstanding at ~~May 2,~~August 1, 2022

Common Stock (par value $10 per share)

150,000 shares

THE REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTIONS H(1)(a) AND (b) OF FORM 10-Q AND IS THEREFORE FILING THIS FORM WITH THE REDUCED DISCLOSURE FORMAT.

AMERIPRISE CERTIFICATE COMPANY

FORM 10-Q

INDEX


Part I. Financial Information	Part I. Financial Information				Part I. Financial Information			3
Item 1. Financial Statements (Unaudited)	Item 1. Financial Statements (Unaudited)			3	Item 1. Financial Statements (Unaudited)			3
		Consolidated Statements of Operations — Three months ended March 31, 2022 and 2021		3		Consolidated Statements of Operations — Three and six months ended June 30, 2022 and 2021		3
		Consolidated Statements of Comprehensive Income — Three months ended March 31, 2022 and 2021		4		Consolidated Statements of Comprehensive Income — Three and six months ended June 30, 2022 and 2021		3
		Consolidated Balance Sheets — March 31, 2022 and December 31, 2021		5		Consolidated Balance Sheets — June 30, 2022 and December 31, 2021		4
		Consolidated Statements of Shareholder's Equity — Three months ended March 31, 2022 and 2021		6		Consolidated Statements of Shareholder's Equity — Three and six months ended June 30, 2022 and 2021		5
		Consolidated Statements of Cash Flows — Three months ended March 31, 2022 and 2021		7		Consolidated Statements of Cash Flows — Six Months Ended June 30, 2022 and 2021		6
		Notes to Consolidated Financial Statements		8		Notes to Consolidated Financial Statements		7
		1.	Basis of Presentation	8		1.	Basis of Presentation	7
		2.	Recent Accounting Pronouncements	8		2.	Recent Accounting Pronouncements	7
		3.	Investments	8		3.	Investments	7
		4.	Financing Receivables	12		4.	Financing Receivables	11
		5.	Fair Values of Assets and Liabilities	14		5.	Fair Values of Assets and Liabilities	14
		6.	Offsetting Assets and Liabilities	18		6.	Offsetting Assets and Liabilities	19
		7.	Derivatives and Hedging Activities	19		7.	Derivatives and Hedging Activities	20
		8.	Contingencies	20		8.	Contingencies	21
		9.	Shareholder’s Equity	21		9.	Shareholder’s Equity	21
		10.	Income Taxes	21		10.	Income Taxes	21
Item 2. Management’s Narrative Analysis	Item 2. Management’s Narrative Analysis			22	Item 2. Management’s Narrative Analysis			23
Item 4. Controls and Procedures	Item 4. Controls and Procedures			23	Item 4. Controls and Procedures			24

Part II. Other Information	Part II. Other Information			24	Part II. Other Information			25
Item 1. Legal Proceedings	Item 1. Legal Proceedings			24	Item 1. Legal Proceedings			25
Item 1A. Risk Factors	Item 1A. Risk Factors			24	Item 1A. Risk Factors			25
Item 6. Exhibits	Item 6. Exhibits			24	Item 6. Exhibits			25
Signatures	Signatures			25	Signatures			26

AMERIPRISE CERTIFICATE COMPANY

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

Three Months Ended March 31,
2022 2021
(in thousands)
Investment income $ 14,428 $ 20,996
Investment expenses 6,145 7,902
Net investment income before provision for certificate reserves and income taxes 8,283 13,094
Net provision for certificate reserves 1,331 3,740
Net investment income before income taxes 6,952 9,354
Income tax expense 1,727 2,403
Net investment income, after-tax 5,225 6,951
Net realized gain (loss) on investments before income taxes 18 1,462
Income tax expense (benefit) 4 307
Net realized gain (loss) on investments, after-tax 14 1,155
Net income $ 5,239 $ 8,106
See Notes to Consolidated Financial Statements.


	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
	(in thousands)
Investment income	$	20,997	$	18,012	$	35,425	$	39,008
Investment expenses	6,239		7,008		12,384		14,910
Net investment income before provision for certificate reserves and income taxes	14,758		11,004		23,041		24,098
Net provision for certificate reserves	2,053		2,487		3,384		6,227
Net investment income before income taxes	12,705		8,517		19,657		17,871
Income tax expense	3,168		2,127		4,895		4,530
Net investment income, after-tax	9,537		6,390		14,762		13,341

Net realized gain (loss) on investments before income taxes	(61)		566		(43)		2,028
Income tax expense (benefit)	(13)		119		(9)		426
Net realized gain (loss) on investments, after-tax	(48)		447		(34)		1,602
Net income	$	9,489	$	6,837	$	14,728	$	14,943
See Notes to Consolidated Financial Statements.

~~AMERIPRISE CERTIFICATE COMPANY~~

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)


		Three Months Ended March 31,					Three Months Ended June 30,							Six Months Ended June 30,
			2022			2021				2022						2022				2021
				(in thousands)								(in thousands)
Net income	Net income			$	5,239			$	8,106		Net income	$	9,489			$	6,837			$	14,728			$	14,943
Other comprehensive income (loss), net of tax:	Other comprehensive income (loss), net of tax:										Other comprehensive income (loss), net of tax:
Net unrealized gains (losses) on securities:	Net unrealized gains (losses) on securities:										Net unrealized gains (losses) on securities:
Net unrealized gains (losses) on securities arising during the period	Net unrealized gains (losses) on securities arising during the period			(39,913)				2,596			Net unrealized gains (losses) on securities arising during the period	(40,611)		(4,967)				(80,524)				(2,371)
Reclassification of net (gains) losses on securities included in net income	Reclassification of net (gains) losses on securities included in net income			(1)				(612)			Reclassification of net (gains) losses on securities included in net income	(5)		28				(6)				(584)
Total other comprehensive income (loss), net of tax	Total other comprehensive income (loss), net of tax			(39,914)				1,984			Total other comprehensive income (loss), net of tax	(40,616)		(4,939)				(80,530)				(2,955)
Total comprehensive income (loss)	Total comprehensive income (loss)			$	(34,675)			$	10,090		Total comprehensive income (loss)	$	(31,127)	$	1,898			$	(65,802)			$	11,988
See Notes to Consolidated Financial Statements.	See Notes to Consolidated Financial Statements.		See Notes to Consolidated Financial Statements.

AMERIPRISE CERTIFICATE COMPANY

CONSOLIDATED BALANCE SHEETS (UNAUDITED)


		March 31, 2022		December 31, 2021			June 30, 2022		December 31, 2021
		(in thousands, except share data)
Assets	Assets						Assets
Qualified Assets	Qualified Assets					Qualified Assets
Cash and cash equivalents	Cash and cash equivalents	$	489,996	$	689,792	Cash and cash equivalents	$	430,422	$	689,792
Investments in unaffiliated issuers (allowance for credit losses: 2022, $1,494; 2021, $1,518)		4,990,128		4,950,463
Investments in unaffiliated issuers (allowance for credit losses: 2022, $1,529; 2021, $1,518)						Investments in unaffiliated issuers (allowance for credit losses: 2022, $1,529; 2021, $1,518)	5,125,222		4,950,463
Receivables	Receivables	10,092		10,482		Receivables	13,283		10,482
Derivative assets	Derivative assets	22,232		44,135		Derivative assets	5,527		44,135
Total qualified assets	Total qualified assets	5,512,448		5,694,872		Total qualified assets	5,574,454		5,694,872
Deferred taxes, net	Deferred taxes, net	7,729		—		Deferred taxes, net	20,367		—
Taxes receivable from parent	Taxes receivable from parent	—		50		Taxes receivable from parent	—		50
Due from related party	Due from related party	15		23		Due from related party	1		23
Total assets	Total assets	$	5,520,192	$	5,694,945	Total assets	$	5,594,822	$	5,694,945

Liabilities and Shareholder’s Equity	Liabilities and Shareholder’s Equity					Liabilities and Shareholder’s Equity
Liabilities	Liabilities					Liabilities
Certificate reserves	Certificate reserves	$	5,197,420	$	5,300,489	Certificate reserves	$	5,284,074	$	5,300,489
Due to related party						Due to related party	1,886		1,958
Taxes payable to parent						Taxes payable to parent	3,883		373
Payables to brokers, dealers and clearing organizations						Payables to brokers, dealers and clearing organizations	45,807		7,862
Derivative liabilities						Derivative liabilities	4,819		41,470
Deferred taxes, net	Deferred taxes, net	—		4,557		Deferred taxes, net	—		4,557
Taxes payable to parent		1,445		373
Derivative liabilities		20,625		41,470
Payables to brokers, dealers and clearing organizations		190		7,862
Due to related party		1,812		1,958
Accrued expenses and other liabilities	Accrued expenses and other liabilities	24,645		18,206		Accrued expenses and other liabilities	18,425		18,206
Total liabilities	Total liabilities	5,246,137		5,374,915		Total liabilities	5,358,894		5,374,915

Shareholder’s Equity	Shareholder’s Equity					Shareholder’s Equity
Common shares ($10 par value, 150,000 shares authorized and issued)	Common shares ($10 par value, 150,000 shares authorized and issued)	1,500		1,500		Common shares ($10 par value, 150,000 shares authorized and issued)	1,500		1,500
Additional paid-in capital	Additional paid-in capital	295,667		302,709		Additional paid-in capital	295,667		302,709
Retained earnings	Retained earnings	1,066		85		Retained earnings	3,555		85
Accumulated other comprehensive income (loss), net of tax	Accumulated other comprehensive income (loss), net of tax	(24,178)		15,736		Accumulated other comprehensive income (loss), net of tax	(64,794)		15,736
Total shareholder’s equity	Total shareholder’s equity	274,055		320,030		Total shareholder’s equity	235,928		320,030
Total liabilities and shareholder’s equity	Total liabilities and shareholder’s equity	$	5,520,192	$	5,694,945	Total liabilities and shareholder’s equity	$	5,594,822	$	5,694,945
											See Notes to Consolidated Financial Statements.

AMERIPRISE CERTIFICATE COMPANY

CONSOLIDATED STATEMENTS OF SHAREHOLDER’S EQUITY (UNAUDITED)

~~Number of Outstanding Shares~~

~~Common Shares~~

~~Additional Paid-In Capital~~

~~Retained Earnings~~

~~Accumulated Other~~
~~Comprehensive Income (Loss), Net of Tax~~

~~Total~~

~~Appropriated for Pre-Declared Additional Credits and Interest~~

~~Appropriated for Additional Interest on Advance Payments~~

~~Un-appropriated~~

~~(in thousands, except share data)~~


Balance, January 1, 2021		150,000	$	1,500	$	341,700	$	21	$	15	$	44,812	$	32,696	$	420,744
																		Number of Outstanding Shares	Common Shares		Additional Paid-In Capital		Retained Earnings						Accumulated Other Comprehensive Income (Loss), Net of Tax		Total
																							Appropriated for Pre-Declared Additional Credits and Interest		Appropriated for Additional Interest on Advance Payments		Un-appropriated
																		(in thousands, except share data)
Balance at April 1, 2022																	Balance at April 1, 2022	150,000	$	1,500	$	295,667	$	—	$	15	$	1,051	$	(24,178)	$	274,055

Net income																	Net income	—	—		—		—		—		9,489		—		9,489
Other comprehensive income (loss), net of tax																	Other comprehensive income (loss), net of tax	—	—		—		—		—		—		(40,616)		(40,616)

Transfer to appropriated from unappropriated																	Transfer to appropriated from unappropriated	—	—		—		370		—		(370)		—		—
Dividend to parent																	Dividend to parent	—	—		—		—		—		(7,000)		—		(7,000)

Balance at June 30, 2022																	Balance at June 30, 2022	150,000	$	1,500	$	295,667	$	370	$	15	$	3,170	$	(64,794)	$	235,928

Balance at April 1, 2021																	Balance at April 1, 2021	150,000	$	1,500	$	341,700	$	11	$	15	$	25,928	$	34,680	$	403,834

Net income	Net income	—	—		—		—		—		8,106		—		8,106		Net income	—	—		—		—		—		6,837		—		6,837
Other comprehensive income (loss), net of tax	Other comprehensive income (loss), net of tax	—	—		—		—		—		—		1,984		1,984		Other comprehensive income (loss), net of tax	—	—		—		—		—		—		(4,939)		(4,939)

Transfer to unappropriated from appropriated	Transfer to unappropriated from appropriated	—	—		—		(10)		—		10		—		—		Transfer to unappropriated from appropriated	—	—		—		(4)		—		4		—		—
Dividend to parent	Dividend to parent	—	—		—		—		—		(27,000)		—		(27,000)		Dividend to parent	—	—		—		—		—		(33,000)		—		(33,000)

Balance, March 31, 2021		150,000	$	1,500	$	341,700	$	11	$	15	$	25,928	$	34,680	$	403,834
Balance at June 30, 2021																	Balance at June 30, 2021	150,000	$	1,500	$	341,700	$	7	$	15	$	(231)	$	29,741	$	372,732

Balance, January 1, 2022		150,000	$	1,500	$	302,709	$	—	$	15	$	70	$	15,736	$	320,030
Balance at January 1, 2022																	Balance at January 1, 2022	150,000	$	1,500	$	302,709	$	—	$	15	$	70	$	15,736	$	320,030

Net income	Net income	—	—		—		—		—		5,239		—		5,239		Net income	—	—		—		—		—		14,728		—		14,728
Other comprehensive income (loss), net of tax	Other comprehensive income (loss), net of tax	—	—		—		—		—		—		(39,914)		(39,914)		Other comprehensive income (loss), net of tax	—	—		—		—		—		—		(80,530)		(80,530)

Transfer to appropriated from unappropriated																	Transfer to appropriated from unappropriated	—	—		—		370		—		(370)		—		—
Dividend to parent	Dividend to parent	—	—		—		—		—		(4,258)		—		(4,258)		Dividend to parent	—	—		—		—		—		(11,258)		—		(11,258)
Return of capital to parent	Return of capital to parent	—	—		(7,042)		—		—		—		—		(7,042)		Return of capital to parent	—	—		(7,042)		—		—		—		—		(7,042)

Balance, March 31, 2022		150,000	$	1,500	$	295,667	$	—	$	15	$	1,051	$	(24,178)	$	274,055
Balance at June 30, 2022																	Balance at June 30, 2022	150,000	$	1,500	$	295,667	$	370	$	15	$	3,170	$	(64,794)	$	235,928

Balance at January 1, 2021																	Balance at January 1, 2021	150,000	$	1,500	$	341,700	$	21	$	15	$	44,812	$	32,696	$	420,744

Net income																	Net income	—	—		—		—		—		14,943		—		14,943
Other comprehensive income (loss), net of tax																	Other comprehensive income (loss), net of tax	—	—		—		—		—		—		(2,955)		(2,955)

Transfer to unappropriated from appropriated																	Transfer to unappropriated from appropriated	—	—		—		(14)		—		14		—		—
Dividend to parent																	Dividend to parent	—	—		—		—		—		(60,000)		—		(60,000)

Balance at June 30, 2021																	Balance at June 30, 2021	150,000	$	1,500	$	341,700	$	7	$	15	$	(231)	$	29,741	$	372,732
See Notes to Consolidated Financial Statements.	See Notes to Consolidated Financial Statements.																See Notes to Consolidated Financial Statements.

AMERIPRISE CERTIFICATE COMPANY

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)


		Three Months Ended March 31,					Six Months Ended June 30,
		2022		2021			2022		2021
		(in thousands)
Cash Flows from Operating Activities	Cash Flows from Operating Activities						Cash Flows from Operating Activities
Net income	Net income	$	5,239	$	8,106	Net income	$	14,728	$	14,943
Adjustments to reconcile net income to net cash provided by (used in) operating activities:	Adjustments to reconcile net income to net cash provided by (used in) operating activities:					Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Amortization of premiums, accretion of discounts, net	Amortization of premiums, accretion of discounts, net	396		409		Amortization of premiums, accretion of discounts, net	(521)		1,122

Net realized (gain) loss on Available-for-Sale securities	Net realized (gain) loss on Available-for-Sale securities	(1)		(774)		Net realized (gain) loss on Available-for-Sale securities	(7)		(739)
Other net realized (gain) loss	Other net realized (gain) loss	6		31		Other net realized (gain) loss	39		141
Provision for credit losses	Provision for credit losses	(24)		(720)		Provision for credit losses	11		(1,430)
Changes in operating assets and liabilities:	Changes in operating assets and liabilities:					Changes in operating assets and liabilities:
Dividends and interest receivable	Dividends and interest receivable	(89)		1,583		Dividends and interest receivable	(3,197)		2,687
Certificate reserves, net	Certificate reserves, net	(1,065)		(996)		Certificate reserves, net	(1,908)		(1,701)
Deferred taxes, net	Deferred taxes, net	316		728		Deferred taxes, net	502		1,098
Taxes payable to/receivable from parent, net	Taxes payable to/receivable from parent, net	1,122		1,786		Taxes payable to/receivable from parent, net	3,560		175
Derivatives, net of collateral	Derivatives, net of collateral	(32)		76		Derivatives, net of collateral	67		396
Other liabilities	Other liabilities	7,529		10,402		Other liabilities	2,109		11,066
Other receivables	Other receivables	46		108		Other receivables	114		(77)

Other, net	Other, net	(136)		1,402		Other, net	(25)		1,008
Net cash provided by (used in) operating activities	Net cash provided by (used in) operating activities	13,307		22,141		Net cash provided by (used in) operating activities	15,472		28,689

Cash Flows from Investing Activities	Cash Flows from Investing Activities					Cash Flows from Investing Activities
Available-for-Sale securities:	Available-for-Sale securities:					Available-for-Sale securities:

Maturities, redemptions, calls and other	Maturities, redemptions, calls and other	1,022,546		1,350,911		Maturities, redemptions, calls and other	1,899,822		2,371,497
Purchases	Purchases	(1,131,208)		(920,810)		Purchases	(2,159,280)		(1,428,469)
Syndicated loans and commercial mortgage loans:	Syndicated loans and commercial mortgage loans:					Syndicated loans and commercial mortgage loans:
Sales, maturities and repayments	Sales, maturities and repayments	8,864		12,699		Sales, maturities and repayments	35,648		163,961
Purchases and fundings	Purchases and fundings	—		(3,806)		Purchases and fundings	(18,218)		(11,239)

Equity securities:						Equity securities:
Sales						Sales	—		48
Purchases						Purchases	—		(46)
Certificate loans, net	Certificate loans, net	(1)		65		Certificate loans, net	(7)		62
Net cash provided by (used in) investing activities	Net cash provided by (used in) investing activities	(99,799)		439,059		Net cash provided by (used in) investing activities	(242,035)		1,095,814

Cash Flows from Financing Activities	Cash Flows from Financing Activities					Cash Flows from Financing Activities
Payments from certificate holders and other additions	Payments from certificate holders and other additions	733,156		722,804		Payments from certificate holders and other additions	1,835,193		1,397,075
Certificate maturities and cash surrenders	Certificate maturities and cash surrenders	(835,160)		(1,224,312)		Certificate maturities and cash surrenders	(1,849,700)		(2,406,903)

Dividend to parent	Dividend to parent	(4,258)		(27,000)		Dividend to parent	(11,258)		(60,000)
Return of capital to parent	Return of capital to parent	(7,042)		—		Return of capital to parent	(7,042)		—
Net cash provided by (used in) financing activities	Net cash provided by (used in) financing activities	(113,304)		(528,508)		Net cash provided by (used in) financing activities	(32,807)		(1,069,828)

Net increase (decrease) in cash and cash equivalents	Net increase (decrease) in cash and cash equivalents	(199,796)		(67,308)		Net increase (decrease) in cash and cash equivalents	(259,370)		54,675
Cash and cash equivalents at beginning of period	Cash and cash equivalents at beginning of period	689,792		562,652		Cash and cash equivalents at beginning of period	689,792		562,652
Cash and cash equivalents at end of period	Cash and cash equivalents at end of period	$	489,996	$	495,344	Cash and cash equivalents at end of period	$	430,422	$	617,327

Supplemental disclosures including non-cash transactions:	Supplemental disclosures including non-cash transactions:					Supplemental disclosures including non-cash transactions:
Cash paid (received) for income taxes	Cash paid (received) for income taxes	$	183	$	310	Cash paid (received) for income taxes	$	512	$	3,637
Cash paid for interest	Cash paid for interest	2,483		5,545		Cash paid for interest	5,118		9,360
See Notes to Consolidated Financial Statements.

AMERIPRISE CERTIFICATE COMPANY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

1. Basis of Presentation

Ameriprise Certificate Company (“ACC”) is a wholly owned subsidiary of Ameriprise Financial, Inc. (“Ameriprise Financial” or the “Parent”). ACC is registered as an investment company under the Investment Company Act of 1940. The accompanying Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). ACC uses the consolidation method of accounting for its wholly owned subsidiary, Investors Syndicate Development Corp. The interim financial information in this report has not been audited. In the opinion of management, all adjustments necessary for a fair presentation of the consolidated results of operations and financial position for the interim periods have been made. All adjustments made were of a normal recurring nature. Results of operations reported for interim periods are not necessarily indicative of results for the entire year. These Consolidated Financial Statements and Notes should be read in conjunction with the Consolidated Financial Statements and Notes in the Annual Report on Form 10-K of ACC for the year ended December 31, 2021, filed with the Securities and Exchange Commission (“SEC”) on February 25, 2022 (“2021 10-K”).

ACC evaluated events or transactions that occurred after the balance sheet date for potential recognition or disclosure through the date the financial statements were issued. No subsequent events or transactions requiring recognition or disclosure were identified.

2. Recent Accounting Pronouncements

Future Adoption of New Accounting Standards

Financial Instruments – Credit Losses – Troubled Debt Restructurings and Vintage Disclosures

In March 2022, the Financial Accounting Standards Board (“FASB”) proposed amendments to Accounting Standard Update No. 2016-13, Financial Instruments—Credit Losses: Measurement of Credit Losses on Financial Instruments (“Topic 326”). The update removes the recognition and measurement guidance for Troubled Debt Restructurings (“TDRs”) by creditors in Subtopic 310-40, Receivables—Troubled Debt Restructurings by Creditors, and modifies the disclosure requirements for certain loan refinancing and restructuring by creditors when a borrower is experiencing financial difficulty. Rather than applying the recognition and measurement for TDRs, an entity must apply the loan refinancing and restructuring guidance to determine whether a modification results in a new loan or a continuation of an existing loan. The update also requires entities to disclose current-period gross write-offs by year of origination for financing receivables and net investments in leases within the scope of Subtopic 326-20, Financial Instruments—Credit Losses—Measured at Amortized Cost. The amendments are to be applied prospectively, but entities may apply a modified retrospective transition for changes to the recognition and measurement of TDRs. For entities that have adopted Topic 326, the amendments are effective for interim and annual periods beginning after December 15, 2022. Early adoption is permitted for entities that have adopted Topic 326, including adoption in an interim period. The adoption of the standard is not expected to have a material impact on the Company’s consolidated results of operations and financial condition.

3. Investments

Investments in unaffiliated issuers were as follows:


		March 31, 2022		December 31, 2021			June 30, 2022		December 31, 2021
		(in thousands)					(in thousands)
Available-for-Sale securities: Fixed maturities, at fair value (allowance for credit losses: 2022 and 2021, nil; amortized cost: 2022, $4,810,888; 2021, $4,710,303)		$	4,776,881	$	4,728,811
Commercial mortgage loans and syndicated loans, at cost (allowance for credit losses: 2022, $1,494; 2021, $1,518; fair value: 2022, $209,506; 2021, $223,495)		213,163		221,569
Available-for-Sale securities: Fixed maturities, at fair value (allowance for credit losses: 2022 and 2021, nil; amortized cost: 2022, $5,000,621; 2021, $4,710,303)						Available-for-Sale securities: Fixed maturities, at fair value (allowance for credit losses: 2022 and 2021, nil; amortized cost: 2022, $5,000,621; 2021, $4,710,303)	$	4,913,172	$	4,728,811
Commercial mortgage loans and syndicated loans, at cost (allowance for credit losses: 2022, $1,529; 2021, $1,518; fair value: 2022, $202,343; 2021, $223,495)						Commercial mortgage loans and syndicated loans, at cost (allowance for credit losses: 2022, $1,529; 2021, $1,518; fair value: 2022, $202,343; 2021, $223,495)	211,960		221,569

Certificate loans — secured by certificate reserves, at cost, which approximates fair value	Certificate loans — secured by certificate reserves, at cost, which approximates fair value	84		83		Certificate loans — secured by certificate reserves, at cost, which approximates fair value	90		83
Total	Total	$	4,990,128	$	4,950,463	Total	$	5,125,222	$	4,950,463

AMERIPRISE CERTIFICATE COMPANY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)

Available-for-Sale securities distributed by type were as follows:


Description of Securities	Description of Securities	March 31, 2022						Description of Securities				June 30, 2022
		Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value	Description of Securities				Amortized Cost			Gross Unrealized Gains			Gross Unrealized Losses			Fair Value
		(in thousands)										(in thousands)
Corporate debt securities													Corporate debt securities		$	309,379		$	243		$	(2,204)		$	307,418
Residential mortgage backed securities	Residential mortgage backed securities	$	1,834,982	$	4,665	$	(29,865)			$	1,809,782		Residential mortgage backed securities		1,763,553			3,234			(58,603)			1,708,184
Corporate debt securities		90,882		206		(401)				90,687
Commercial mortgage backed securities	Commercial mortgage backed securities	1,218,797		429		(7,587)				1,211,639			Commercial mortgage backed securities		1,150,178			56			(20,071)			1,130,163
Asset backed securities	Asset backed securities	495,698		2,271		(2,947)				495,022			Asset backed securities		614,755			1,039			(9,643)			606,151
State and municipal obligations	State and municipal obligations	11,953		22		(177)				11,798			State and municipal obligations		11,951			7			(260)			11,698
U.S. government and agency obligations	U.S. government and agency obligations	1,158,576		36		(659)				1,157,953			U.S. government and agency obligations		1,150,805			39			(1,286)			1,149,558
Total	Total	$	4,810,888	$	7,629	$	(41,636)			$	4,776,881		Total		$	5,000,621		$	4,618		$	(92,067)		$	4,913,172


Description of Securities	Description of Securities	December 31, 2021						Description of Securities				December 31, 2021
		Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value			Description of Securities			Amortized Cost			Gross Unrealized Gains			Gross Unrealized Losses			Fair Value
		(in thousands)												(in thousands)
Corporate debt securities													Corporate debt securities			$	51,201		$	849		$	—		$	52,050
Residential mortgage backed securities	Residential mortgage backed securities	$	1,680,371	$	15,708	$	(2,531)			$	1,693,548			Residential mortgage backed securities			1,680,371			15,708			(2,531)			1,693,548
Corporate debt securities		51,201		849		—				52,050
Commercial mortgage backed securities	Commercial mortgage backed securities	1,164,516		2,449		(1,036)				1,165,929			Commercial mortgage backed securities			1,164,516			2,449			(1,036)			1,165,929
Asset backed securities	Asset backed securities	502,328		3,265		(333)				505,260			Asset backed securities			502,328			3,265			(333)			505,260
State and municipal obligations	State and municipal obligations	11,954		94		(4)				12,044			State and municipal obligations			11,954			94			(4)			12,044
U.S. government and agency obligations	U.S. government and agency obligations	1,299,933		64		(17)				1,299,980			U.S. government and agency obligations			1,299,933			64			(17)			1,299,980
Total	Total	$	4,710,303	$	22,429	$	(3,921)			$	4,728,811		Total			$	4,710,303		$	22,429		$	(3,921)		$	4,728,811

As of ~~March 31,~~June 30, 2022 and December 31, 2021, accrued interest of ~~$4.5~~$7.9 million and $4.2 million, respectively, is excluded from the amortized cost basis of Available-for-Sale securities in the tables above and is recorded in Receivables.

As of ~~March 31,~~June 30, 2022 and December 31, 2021, investment securities with a fair value of ~~$58~~$131 thousand and $66 thousand, respectively, were pledged to meet contractual obligations under derivative contracts.

As of ~~March 31,~~June 30, 2022 and December 31, 2021, fixed maturity securities comprised approximately ~~87%~~88% and 84%, respectively, of ACC’s total investments. Rating agency designations are based on the availability of ratings from Nationally Recognized Statistical Rating Organizations (“NRSROs”), including Moody’s Investors Service (“Moody’s”), Standard & Poor’s Ratings Services (“S&P”), and Fitch Ratings Ltd. (“Fitch”). ACC uses the median of available ratings from Moody’s, S&P and Fitch, or if fewer than three ratings are available, the lower rating is used. When ratings from Moody’s, S&P and Fitch are unavailable, as is the case for many private placement securities, ACC may utilize ratings from other NRSROs or rate the securities internally. As of ~~both March 31,~~June 30, 2022 and December 31, 2021, no$3 thousand and nil, respectively, worth of securities were internally rated by Columbia Management Investment Advisers, LLC (“CMIA”), an affiliate of ACC.

A summary of fixed maturity securities by rating was as follows:


Ratings	Ratings	March 31, 2022						December 31, 2021						Ratings	June 30, 2022						December 31, 2021
		Amortized Cost		Fair Value		Percent of Total Fair Value		Amortized Cost		Fair Value		Percent of Total Fair Value			Amortized Cost		Fair Value		Percent of Total Fair Value		Amortized Cost		Fair Value		Percent of Total Fair Value
		(in thousands, except percentages)													(in thousands, except percentages)
AAA	AAA	$	4,624,716	$	4,589,754	96	%	$	4,556,729	$	4,570,394	97	%	AAA	$	4,543,799	$	4,459,389	91	%	$	4,556,729	$	4,570,394	97	%
AA	AA	50,048		49,280		1		54,137		55,093		1		AA	91,609		89,011		2		54,137		55,093		1
A	A	63,075		63,550		1		72,913		75,140		2		A	74,105		74,059		1		72,913		75,140		2
BBB	BBB	67,484		68,804		2		20,442		22,061		—		BBB	275,188		275,124		6		20,442		22,061		—
Below investment grade	Below investment grade	5,565		5,493		—		6,082		6,123		—		Below investment grade	15,920		15,589		—		6,082		6,123		—
Total fixed maturities	Total fixed maturities	$	4,810,888	$	4,776,881	100	%	$	4,710,303	$	4,728,811	100	%	Total fixed maturities	$	5,000,621	$	4,913,172	100	%	$	4,710,303	$	4,728,811	100	%

As of ~~March 31,~~June 30, 2022 and December 31, 2021, approximately 31% and 30%, respectively, of securities rated AAA were GNMA, FNMA and FHLMC mortgage backed securities. As of ~~March 31,~~June 30, 2022, ACC had 2028 issuers with holdings totaling $895.9 million that individually were between 10% and ~~15%~~17% of total shareholder’s ~~equity totaling $690.7 million.~~equity. As of December 31, 2021, ACC had 11 issuers with holdings totaling $427.2 million that individually were between 10% and 12% of total shareholder’s ~~equity totaling $427.2 million.~~equity. There were no other holdings of any other issuer greater than 10% of total shareholder’s equity as of ~~March 31,~~June��30, 2022 and December 31, 2021.

AMERIPRISE CERTIFICATE COMPANY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)

The following tables summarize the fair value and gross unrealized losses on Available-for-Sale securities, aggregated by major investment type and the length of time that individual securities have been in a continuous unrealized loss position:


Description of Securities	Description of Securities	March 31, 2022															Description of Securities	June 30, 2022
		Less than 12 Months					12 Months or More					Total						Less than 12 Months					12 Months or More					Total
		Number of Securities	Fair Value		Unrealized Losses		Number of Securities	Fair Value		Unrealized Losses		Number of Securities	Fair Value		Unrealized Losses			Number of Securities	Fair Value		Unrealized Losses		Number of Securities	Fair Value		Unrealized Losses		Number of Securities	Fair Value		Unrealized Losses
		(in thousands, except number of securities)																(in thousands, except number of securities)
Corporate debt securities																	Corporate debt securities	22	$	179,762	$	(2,204)	—	$	—	$	—	22	$	179,762	$	(2,204)
Residential mortgage backed securities	Residential mortgage backed securities	161	$	1,313,062	$	(28,100)	50	$	135,342	$	(1,765)	211	$	1,448,404	$	(29,865)	Residential mortgage backed securities	213	1,411,623		(55,854)		49	121,280		(2,749)		262	1,532,903		(58,603)
Corporate debt securities		5	34,259		(401)		—	—		—		5	34,259		(401)
Commercial mortgage backed securities	Commercial mortgage backed securities	49	908,350		(7,029)		3	51,898		(558)		52	960,248		(7,587)		Commercial mortgage backed securities	61	1,044,538		(18,605)		3	50,990		(1,466)		64	1,095,528		(20,071)
Asset backed securities	Asset backed securities	17	290,462		(2,318)		4	72,760		(629)		21	363,222		(2,947)		Asset backed securities	29	481,444		(8,008)		4	71,606		(1,635)		33	553,050		(9,643)
State and municipal obligations	State and municipal obligations	8	9,275		(177)		—	—		—		8	9,275		(177)		State and municipal obligations	8	9,192		(260)		—	—		—		8	9,192		(260)
U.S. government and agency obligations	U.S. government and agency obligations	22	1,117,921		(659)		—	—		—		22	1,117,921		(659)		U.S. government and agency obligations	24	1,037,491		(1,286)		—	—		—		24	1,037,491		(1,286)
Total	Total	262	$	3,673,329	$	(38,684)	57	$	260,000	$	(2,952)	319	$	3,933,329	$	(41,636)	Total	357	$	4,164,050	$	(86,217)	56	$	243,876	$	(5,850)	413	$	4,407,926	$	(92,067)


Description of Securities	December 31, 2021
	Less than 12 Months					12 Months or More					Total
	Number of Securities	Fair Value		Unrealized Losses		Number of Securities	Fair Value		Unrealized Losses		Number of Securities	Fair Value		Unrealized Losses
	(in thousands, except number of securities)
Residential mortgage backed securities	43	$	295,433	$	(1,733)	48	$	114,067	$	(798)	91	$	409,500	$	(2,531)

Commercial mortgage backed securities	25	538,380		(842)		3	55,352		(194)		28	593,732		(1,036)
Asset backed securities	5	117,631		(119)		5	92,986		(214)		10	210,617		(333)
State and municipal obligations	1	996		(4)		—	—		—		1	996		(4)
U.S. government and agency obligations	9	469,836		(17)		—	—		—		9	469,836		(17)
Total	83	$	1,422,276	$	(2,715)	56	$	262,405	$	(1,206)	139	$	1,684,681	$	(3,921)

As part of ACC’s ongoing monitoring process, management determined that the change in gross unrealized losses on its Available-for-Sale securities for which an allowance for credit losses has not been recognized during the ~~three~~six months ended ~~March 31,~~June 30, 2022 is primarily attributable to the impact of higher interest rates and wider credit ~~spreads.~~spreads driven by continued market volatility, with no specific credit concerns. ACC did not recognize these unrealized losses in earnings because it was determined that such losses were due to non-credit factors. ACC does not intend to sell these securities and does not believe that it is more likely than not that ACC will be required to sell these securities before the anticipated recovery of the remaining amortized cost basis. As of ~~March 31,~~June 30, 2022 and December 31, 2021, approximately ~~98%~~96% and 97%, respectively, of the total of Available-for-Sale securities with gross unrealized losses were considered investment grade.

There were no amounts recognized in the allowance for credit losses on Available-for-Sale securities during the three and six months ended ~~March 31,~~June 30, 2022 and 2021.

The change in net unrealized gains (losses) on securities in OCI includes two components, net of tax: (i) unrealized gains (losses) that arose from changes in the fair value of securities that were held during the period and (ii) (gains) losses that were previously unrealized, but have been recognized in current period net income due to sales of Available-for-Sale securities and due to the reclassification of noncredit impairments to credit losses.

109

AMERIPRISE CERTIFICATE COMPANY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)

The following tables present a rollforward of the net unrealized gains (losses) on Available-for-Sale securities included in AOCI:


		Net Unrealized Gains (Losses) on Securities		Deferred Income Tax		Accumulated Other Comprehensive Income (Loss) Related to Net Unrealized Gains (Losses) on Securities			Net Unrealized Gains (Losses) on Securities		Deferred Income Tax		Accumulated Other Comprehensive Income (Loss) Related to Net Unrealized Gains (Losses) on Securities
									(in thousands)
Balance at April 1, 2022								Balance at April 1, 2022	$	(34,007)	$	9,829	$	(24,178)
Net unrealized gains (losses) on securities arising during the period (1)								Net unrealized gains (losses) on securities arising during the period (1)	(53,435)		12,824		(40,611)
Reclassification of net (gains) losses on securities included in net income (2)								Reclassification of net (gains) losses on securities included in net income (2)	(6)		1		(5)
Balance at June 30, 2022								Balance at June 30, 2022	$	(87,448)	$	22,654	$	(64,794)

Balance at April 1, 2021								Balance at April 1, 2021	$	43,420	$	(8,740)	$	34,680
Net unrealized gains (losses) on securities arising during the period (1)								Net unrealized gains (losses) on securities arising during the period (1)	(6,532)		1,565		(4,967)
Reclassification of net (gains) losses on securities included in net income (2)								Reclassification of net (gains) losses on securities included in net income (2)	35		(7)		28
Balance at June 30, 2021								Balance at June 30, 2021	$	36,923	$	(7,182)	$	29,741

Balance at January 1, 2022								Balance at January 1, 2022	$	18,509	$	(2,773)	$	15,736
Net unrealized gains (losses) on securities arising during the period (1)								Net unrealized gains (losses) on securities arising during the period (1)	(105,950)		25,426		(80,524)
Reclassification of net (gains) losses on securities included in net income (2)								Reclassification of net (gains) losses on securities included in net income (2)	(7)		1		(6)
Balance at June 30, 2022								Balance at June 30, 2022	$	(87,448)	$	22,654	$	(64,794)
		(in thousands)
Balance at January 1, 2021	Balance at January 1, 2021	$	40,810	$	(8,114)	$	32,696	Balance at January 1, 2021	$	40,810	$	(8,114)	$	32,696
Net unrealized gains (losses) on securities arising during the period (1)	Net unrealized gains (losses) on securities arising during the period (1)	3,384		(788)		2,596		Net unrealized gains (losses) on securities arising during the period (1)	(3,148)		777		(2,371)
Reclassification of net (gains) losses on securities included in net income (2)	Reclassification of net (gains) losses on securities included in net income (2)	(774)		162		(612)		Reclassification of net (gains) losses on securities included in net income (2)	(739)		155		(584)
Balance at March 31, 2021		$	43,420	$	(8,740)	$	34,680

Balance at January 1, 2022		$	18,509	$	(2,773)	$	15,736
Net unrealized gains (losses) on securities arising during the period (1)		(52,515)		12,602		(39,913)
Reclassification of net (gains) losses on securities included in net income (2)		(1)		—		(1)
Balance at March 31, 2022		$	(34,007)	$	9,829	$	(24,178)
Balance at June 30, 2021								Balance at June 30, 2021	$	36,923	$	(7,182)	$	29,741

(1) Net unrealized gains (losses) on securities arising during the period include impairments on Available-for-Sale securities related to factors other than credit that were recognized in OCI during the period.

(2) Reclassification amounts are reported in Net realized gain (loss) on ~~investments.~~investments before income taxes.

Net realized gains and losses on Available-for-Sale securities, determined using the specific identification method, recognized in Net realized gain (loss) on investments before income taxes were as follows:


		Three Months Ended March 31,					Three Months Ended June 30,							Six Months Ended June 30,
			2022			2021				2022						2022				2021
				(in thousands)								(in thousands)
Gross realized gains	Gross realized gains			$	1			$	774		Gross realized gains	$	6			$	4			$	7			$	778
Gross realized losses	Gross realized losses			—				—			Gross realized losses	—		(39)				—				(39)
Total	Total			$	1			$	774		Total	$	6	$	(35)			$	7			$	739

AMERIPRISE CERTIFICATE COMPANY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)

Available-for-Sale securities by contractual maturity as of ~~March 31,~~June 30, 2022 were as follows:


		Amortized Cost		Fair Value			Amortized Cost				Fair Value
		(in thousands)
Due within one year	Due within one year	$	1,178,734	$	1,178,200		Due within one year		$	1,184,012			$	1,182,731
Due after one year through five years	Due after one year through five years	82,470		82,004		Due after one year through five years	287,916				285,719
Due after five years through 10 years	Due after five years through 10 years	207		234		Due after five years through 10 years	207				224

		1,261,411		1,260,438			1,472,135				1,468,674
Residential mortgage backed securities	Residential mortgage backed securities	1,834,982		1,809,782		Residential mortgage backed securities	1,763,553				1,708,184
Commercial mortgage backed securities	Commercial mortgage backed securities	1,218,797		1,211,639		Commercial mortgage backed securities	1,150,178				1,130,163
Asset backed securities	Asset backed securities	495,698		495,022		Asset backed securities	614,755				606,151
Total	Total	$	4,810,888	$	4,776,881	Total	$	5,000,621			$	4,913,172

Actual maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations. Residential mortgage backed securities, commercial mortgage backed securities and asset backed securities are not due at a single maturity date. As such, these securities were not included in the maturities distribution.

~~AMERIPRISE CERTIFICATE COMPANY~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)~~

4. Financing Receivables

Financing receivables are comprised of commercial loans and certificate loans.

Allowance for Credit Losses

The following tables present a rollforward of the allowance for credit losses:


	Commercial Loans
	(in thousands)
Balance at January 1, 2022	$	1,518
Provisions	~~(24)~~11


Balance ~~March 31,~~at June 30, 2022	$	~~1,494~~1,529


	Commercial Loans
	(in thousands)


Balance at January 1, 2021	$	3,190
Provisions	~~(720)~~(1,430)


Balance ~~March 31,~~at June 30, 2021	$	~~2,470~~1,760

As of ~~March 31,~~June 30, 2022 and December 31, 2021, accrued interest on commercial loans of ~~$916~~$885 thousand and $911 thousand, respectively, is recorded in Receivables and excluded from the amortized cost basis of commercial loans.

Purchases and Sales

During the three months ended ~~March 31,~~June 30, 2022 and 2021, ACC purchased ~~nil~~$15.0 million and ~~$3.1~~$8.1 million, respectively, of syndicated loans and sold ~~nil~~$0.7 million and ~~$1.2~~$2.1 million, respectively, of syndicated loans. During the six months ended June 30, 2022 and 2021, ACC purchased $15.0 million and $11.2 million, respectively, of syndicated loans and sold $0.7 million and $3.3 million, respectively, of syndicated loans.

ACC has not acquired any loans with deteriorated credit quality as of the acquisition date.

Credit Quality Information

Nonperforming loans were $0.3 million and $1.1 million as of ~~March 31,~~June 30, 2022 and December 31, 2021, respectively. All other loans were considered to be performing.

Commercial Loans

Commercial Mortgage Loans

ACC reviews the credit worthiness of the borrower and the performance of the underlying properties in order to determine the risk of loss on commercial mortgage loans. Loan-to-value ratio is the primary credit quality indicator included in this review.

Based on this review, the commercial mortgage loans are assigned an internal risk rating, which management updates when credit risk changes. ~~Commercial~~There were no commercial mortgage loans which management has assigned its highest risk rating ~~were nil~~ as of both ~~March 31,~~June 30, 2022 and December 31, 2021. Loans with the highest risk rating represent distressed loans which ACC has identified as impaired or expects

AMERIPRISE CERTIFICATE COMPANY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)

to become delinquent or enter into foreclosure within the next six months. ~~Total~~There were no commercial mortgage loans past due ~~were nil~~ as of both ~~March 31,~~June 30, 2022 and December 31, 2021.

The tables below present the amortized cost basis of commercial mortgage loans by year of origination and loan-to-value ratio:

March 31, 2022
Loan-to-Value Ratio 2022 2021 2020 2019 2018 Prior Total
(in thousands)
> 100% $ — $ — $ — $ — $ — $ — $ —
80% - 100% — — — — — — —
60% - 80% — 1,766 4,129 — 7,533 4,919 18,347
40% - 60% — 5,328 3,000 12,137 — 12,618 33,083
< 40% — 4,884 — 2,277 5,598 47,182 59,941
Total $ — $ 11,978 $ 7,129 $ 14,414 $ 13,131 $ 64,719 $ 111,371

~~AMERIPRISE CERTIFICATE COMPANY~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)~~


	June 30, 2022
Loan-to-Value Ratio	2022		2021		2020		2019		2018		Prior		Total
	(in thousands)
> 100%	$	—	$	—	$	—	$	—	$	3,245	$	—	$	3,245
80% - 100%	—		—		—		—		—		—		—
60% - 80%	—		1,753		—		—		—		3,474		5,227
40% - 60%	—		5,208		4,107		10,709		2,780		13,230		36,034
< 40%	1,700		4,771		3,000		3,837		6,855		41,356		61,519
Total	$	1,700	$	11,732	$	7,107	$	14,546	$	12,880	$	58,060	$	106,025


	December 31, 2021
Loan-to-Value Ratio	2021		2020		2019		2018		2017		Prior		Total
	(in thousands)
> 100%	$	—	$	—	$	—	$	—	$	—	$	—	$	—
80% - 100%	—		—		—		—		—		—		—
60% - 80%	1,779		4,151		1,436		7,581		2,960		4,962		22,869
40% - 60%	5,429		3,000		10,788		—		7,614		7,833		34,664
< 40%	4,996		—		2,345		5,798		10,532		35,236		58,907
Total	$	12,204	$	7,151	$	14,569	$	13,379	$	21,106	$	48,031	$	116,440

Loan-to-value ratio is based on income and expense data provided by borrowers at least annually and long-term capitalization rate assumptions based on property type.

In addition, ACC reviews the concentrations of credit risk by region and property type. Concentrations of credit risk of commercial mortgage loans by U.S. region were as follows:


		Loans				Percentage					Loans				Percentage
		March 31, 2022		December 31, 2021		March 31, 2022		December 31, 2021			June 30, 2022		December 31, 2021		June 30, 2022		December 31, 2021
		(in thousands)									(in thousands)
East North Central	East North Central	$	8,028	$	11,166	7	%	10	%	East North Central	$	9,550	$	11,166	9	%	10	%
East South Central	East South Central	2,766		2,939		2		3		East South Central	2,592		2,939		3		3
Middle Atlantic	Middle Atlantic	15,349		15,581		14		13		Middle Atlantic	15,115		15,581		14		13
Mountain	Mountain	7,463		7,567		7		6		Mountain	7,338		7,567		7		6
New England	New England	6,711		6,766		6		6		New England	6,655		6,766		6		6
Pacific	Pacific	37,240		37,881		34		32		Pacific	36,862		37,881		35		32
South Atlantic	South Atlantic	19,240		19,574		17		17		South Atlantic	14,622		19,574		14		17
West North Central	West North Central	5,693		5,893		5		5		West North Central	4,605		5,893		4		5
West South Central	West South Central	8,881		9,073		8		8		West South Central	8,686		9,073		8		8
		111,371		116,440		100	%	100	%		106,025		116,440		100	%	100	%
Less: allowance for credit losses	Less: allowance for credit losses	454		493						Less: allowance for credit losses	457		493
Total	Total	$	110,917	$	115,947					Total	$	105,568	$	115,947

AMERIPRISE CERTIFICATE COMPANY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)

Concentrations of credit risk of commercial mortgage loans by property type were as follows:


		Loans				Percentage					Loans				Percentage
		March 31, 2022		December 31, 2021		March 31, 2022		December 31, 2021			June 30, 2022		December 31, 2021		June 30, 2022		December 31, 2021
		(in thousands)									(in thousands)
Apartments	Apartments	$	31,914	$	32,457	29	%	28	%	Apartments	$	33,382	$	32,457	32	%	28	%
Industrial	Industrial	25,190		25,738		23		22		Industrial	24,616		25,738		23		22
Mixed use	Mixed use	10,787		10,938		10		10		Mixed use	10,922		10,938		10		10
Office	Office	16,243		16,470		14		14		Office	16,015		16,470		15		14
Retail	Retail	24,559		28,026		22		24		Retail	18,538		28,026		18		24
Hotel	Hotel	67		114		—		—		Hotel	—		114		—		—
Other	Other	2,611		2,697		2		2		Other	2,552		2,697		2		2
		111,371		116,440		100	%	100	%		106,025		116,440		100	%	100	%
Less: allowance for credit losses	Less: allowance for credit losses	454		493						Less: allowance for credit losses	457		493
Total	Total	$	110,917	$	115,947					Total	$	105,568	$	115,947

Syndicated Loans

The recorded investment in syndicated loans as of ~~March 31,~~June 30, 2022 and December 31, 2021 was ~~$103.3~~$107.5 million and $106.6 million, respectively. ACC’s syndicated loan portfolio is diversified across industries and issuers. ~~Total~~There were no syndicated loans past due ~~were nil~~ as of both ~~March 31,~~June 30, 2022 and December 31, 2021. ACC assigns an internal risk rating to each syndicated loan in its portfolio ranging from 1 through 5, with 5 reflecting the lowest quality.

~~AMERIPRISE CERTIFICATE COMPANY~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)~~

The tables below present the amortized cost basis of syndicated loans by origination year and internal risk rating:


		March 31, 2022															June 30, 2022
Internal Risk Rating	Internal Risk Rating	2022		2021		2020		2019		2018		Prior		Total		Internal Risk Rating	2022		2021		2020		2019		2018		Prior		Total
		(in thousands)															(in thousands)
Risk 5	Risk 5	$	1,146	$	—	$	—	$	—	$	339	$	—	$	1,485	Risk 5	$	1,143	$	—	$	—	$	—	$	338	$	—	$	1,481
Risk 4	Risk 4	—		—		—		—		—		3,448		3,448		Risk 4	—		—		—		1,162		—		2,405		3,567
Risk 3	Risk 3	—		381		—		5,809		5,053		10,152		21,395		Risk 3	—		3,099		717		3,907		3,892		10,353		21,968
Risk 2	Risk 2	—		5,648		6,229		5,628		6,596		21,551		45,652		Risk 2	2,964		7,586		5,462		7,771		5,875		19,968		49,626
Risk 1	Risk 1	—		2,048		1,098		2,755		8,464		16,941		31,306		Risk 1	—		2,985		1,585		3,486		7,359		15,407		30,822
Total	Total	$	1,146	$	8,077	$	7,327	$	14,192	$	20,452	$	52,092	$	103,286	Total	$	4,107	$	13,670	$	7,764	$	16,326	$	17,464	$	48,133	$	107,464


	December 31, 2021
Internal Risk Rating	2021		2020		2019		2018		2017		Prior		Total
	(in thousands)
Risk 5	$	—	$	—	$	1,149	$	340	$	—	$	—	$	1,489
Risk 4	—		—		—		—		959		2,491		3,450
Risk 3	—		—		4,202		4,806		4,777		4,700		18,485
Risk 2	3,688		4,606		7,215		9,109		11,048		8,000		43,666
Risk 1	4,432		2,755		3,320		7,807		12,429		8,813		39,556
Total	$	8,120	$	7,361	$	15,886	$	22,062	$	29,213	$	24,004	$	106,646

Certificate Loans

Certificate loans do not exceed the cash surrender value at origination. As there is minimal risk of loss related to certificate loans, ACC does not record an allowance for credit losses.

Troubled Debt Restructurings

There were no loans accounted for as a troubled debt restructuring by ACC during the three and six months ended ~~March 31,~~June 30, 2022 and 2021. There are no ~~material~~ commitments to lend additional funds to borrowers whose loans have been restructured.

AMERIPRISE CERTIFICATE COMPANY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)

5. Fair Values of Assets and Liabilities

GAAP defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date; that is, an exit price. The exit price assumes the asset or liability is not exchanged subject to a forced liquidation or distressed sale.

Valuation Hierarchy

ACC categorizes its fair value measurements according to a three-level hierarchy. The hierarchy prioritizes the inputs used by ACC’s valuation techniques. A level is assigned to each fair value measurement based on the lowest level input that is significant to the fair value measurement in its entirety. The three levels of the fair value hierarchy are defined as follows:

Level 1 Unadjusted quoted prices for identical assets or liabilities in active markets that are accessible at the measurement date.

Level 2 Prices or valuations based on observable inputs other than quoted prices in active markets for identical assets and liabilities.

Level 3 Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.

The following tables present the balances of assets and liabilities measured at fair value on a recurring basis:


	June 30, 2022
	Level 1		Level 2		Level 3		Total
	(in thousands)
Assets
Cash equivalents	$	—	$	411,962	$	—	$	411,962
Available-for-Sale securities:
Corporate debt securities	—		307,415		3		307,418
Residential mortgage backed securities	—		1,708,184		—		1,708,184
Commercial mortgage backed securities	—		1,130,163		—		1,130,163
Asset backed securities	—		601,260		4,891		606,151
State and municipal obligations	—		11,698		—		11,698
U.S. government and agency obligations	1,149,558		—		—		1,149,558
Total Available-for-Sale securities	1,149,558		3,758,720		4,894		4,913,172

Equity derivative contracts	—		5,527		—		5,527
Total assets at fair value	$	1,149,558	$	4,176,209	$	4,894	$	5,330,661

Liabilities
Stock market certificate embedded derivatives	$	—	$	1,480	$	—	$	1,480
Equity derivative contracts	14		4,805		—		4,819
Total liabilities at fair value	$	14	$	6,285	$	—	$	6,299

AMERIPRISE CERTIFICATE COMPANY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)

~~The following tables present the balances of assets and liabilities measured at fair value on a recurring basis:~~

March 31, 2022
Level 1 Level 2 Level 3 Total
(in thousands)
Assets
Cash equivalents $ — $ 472,655 $ — $ 472,655
Available-for-Sale securities:
Residential mortgage backed securities — 1,809,782 — 1,809,782
Corporate debt securities — 90,684 3 90,687
Commercial mortgage backed securities — 1,211,639 — 1,211,639
Asset backed securities — 490,131 4,891 495,022
State and municipal obligations — 11,798 — 11,798
U.S. government and agency obligations 1,157,953 — — 1,157,953
Total Available-for-Sale securities 1,157,953 3,614,034 4,894 4,776,881
Equity derivative contracts — 22,232 — 22,232
Total assets at fair value $ 1,157,953 $ 4,108,921 $ 4,894 $ 5,271,768
Liabilities
Stock market certificate embedded derivatives $ — $ 2,601 $ — $ 2,601
Equity derivative contracts 13 20,612 — 20,625
Total liabilities at fair value $ 13 $ 23,213 $ — $ 23,226

December 31, 2021
Level 1 Level 2 Level 3 Total
(in thousands)
Assets
Cash equivalents $ — $ 672,275 $ — $ 672,275
Available-for-Sale securities:
Residential mortgage backed securities — 1,693,548 — 1,693,548
Corporate debt securities — 46,046 6,004 52,050
Commercial mortgage backed securities — 1,165,929 — 1,165,929
Asset backed securities — 500,369 4,891 505,260
State and municipal obligations — 12,044 — 12,044
U.S. government and agency obligations 1,299,980 — — 1,299,980
Total Available-for-Sale securities 1,299,980 3,417,936 10,895 4,728,811
Equity derivative contracts — 44,135 — 44,135
Total assets at fair value $ 1,299,980 $ 4,134,346 $ 10,895 $ 5,445,221
Liabilities
Stock market certificate embedded derivatives $ — $ 3,853 $ — $ 3,853
Equity derivative contracts 3 41,467 — 41,470
Total liabilities at fair value $ 3 $ 45,320 $ — $ 45,323

~~AMERIPRISE CERTIFICATE COMPANY~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)~~


	December 31, 2021
	Level 1		Level 2		Level 3		Total
	(in thousands)
Assets
Cash equivalents	$	—	$	672,275	$	—	$	672,275
Available-for-Sale securities:
Corporate debt securities	—		46,046		6,004		52,050
Residential mortgage backed securities	—		1,693,548		—		1,693,548
Commercial mortgage backed securities	—		1,165,929		—		1,165,929
Asset backed securities	—		500,369		4,891		505,260
State and municipal obligations	—		12,044		—		12,044
U.S. government and agency obligations	1,299,980		—		—		1,299,980
Total Available-for-Sale securities	1,299,980		3,417,936		10,895		4,728,811

Equity derivative contracts	—		44,135		—		44,135
Total assets at fair value	$	1,299,980	$	4,134,346	$	10,895	$	5,445,221

Liabilities
Stock market certificate embedded derivatives	$	—	$	3,853	$	—	$	3,853
Equity derivative contracts	3		41,467		—		41,470
Total liabilities at fair value	$	3	$	45,320	$	—	$	45,323

The following tables provide a summary of changes in Level 3 assets measured at fair value on a recurring basis:

Available-for-Sale Securities
Corporate Debt Securities Asset Backed Securities Total
(in thousands)
Balance, January 1, 2022 $ 6,004 $ 4,891 $ 10,895
Total gains (losses) included in:
Net income — 17 17 (1)
Other comprehensive income (loss) (1) (17) (18)
Settlements (6,000) — (6,000)
Balance, March 31, 2022 $ 3 $ 4,891 $ 4,894
Changes in unrealized gains (losses) in net income relating to assets held at March 31, 2022 $ — 17 $ 17 (1)
Changes in unrealized gains (losses) in other comprehensive income (loss) relating to assets held at March 31, 2022 $ — (17) $ (17)
Available-for-Sale Securities
Corporate Debt Securities Asset Backed Securities Total
(in thousands)
Balance, January 1, 2021 $ 6,057 $ 4,891 $ 10,948
Total gains (losses) included in:
Other comprehensive income (loss) (7) — (7)
Balance, March 31, 2021 $ 6,050 $ 4,891 $ 10,941
Changes in unrealized gains (losses) in other comprehensive income (loss) relating to assets held at March 31, 2021 $ (7) $ — $ (7)


	Available-for-Sale Securities
	Corporate Debt Securities		Asset Backed Securities		Total
	(in thousands)
Balance at April 1, 2022	$	3	$	4,891	$	4,894
Total gains (losses) included in:
Net income	—		5		5		(1)
Other comprehensive income (loss)	—		(5)		(5)



Settlements	—		—		—


Balance at June 30, 2022	$	3	$	4,891	$	4,894

Changes in unrealized gains (losses) in net income relating to assets held at June 30, 2022	$	—	$	5	$	5	(1)
Changes in unrealized gains (losses) in other comprehensive income (loss) relating to assets held at June 30, 2022	$	—	$	(5)	$	(5)

AMERIPRISE CERTIFICATE COMPANY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)


	Available-for-Sale Securities
	Corporate Debt Securities		Asset Backed Securities				Total
	(in thousands)
Balance at April 1, 2021	$	6,050	$	4,891	$	10,941
Total gains (losses) included in:
Net income	—		5		5		(1)
Other comprehensive income (loss)	(12)		(5)		(17)





Transfers out of Level 3	(3)		—		(3)
Balance at June 30, 2021	$	6,035	$	4,891	$	10,926

Changes in unrealized gains (losses) in net income relating to assets held at June 30, 2021	$	—	$	5	$	5	(1)
Changes in unrealized gains (losses) in other comprehensive income (loss) relating to assets held at June 30, 2021	$	(12)	$	(5)	$	(17)


	Available-for-Sale Securities
	Corporate Debt Securities		Asset Backed Securities		Total
	(in thousands)
Balance at January 1, 2022	$	6,004	$	4,891	$	10,895
Total gains (losses) included in:
Net income	—		22		22		(1)
Other comprehensive income (loss)	(1)		(22)		(23)



Settlements	(6,000)		—		(6,000)


Balance at June 30, 2022	$	3	$	4,891	$	4,894

Changes in unrealized gains (losses) in net income relating to assets held at June 30, 2022	$	—	$	22	$	22	(1)
Changes in unrealized gains (losses) in other comprehensive income (loss) relating to assets held at June 30, 2022	$	—	$	(22)	$	(22)


	Available-for-Sale Securities
	Corporate Debt Securities		Asset Backed Securities				Total
	(in thousands)
Balance at January 1, 2021	$	6,057	$	4,891	$	10,948
Total gains (losses) included in:
Net income	—		5		5		(1)
Other comprehensive income (loss)	(19)		(5)		(24)





Transfers out of Level 3	(3)		—		(3)
Balance at June 30, 2021	$	6,035	$	4,891	$	10,926

Changes in unrealized gains (losses) in net income relating to assets held at June 30, 2021	$	—	$	5	$	5	(1)
Changes in unrealized gains (losses) in other comprehensive income (loss) relating to assets held at June 30, 2021	$	(19)	$	(5)	$	(24)

(1)Included in Investment income.

Securities transferred from Level 3 primarily represent securities with fair values that are now obtained from a third-party pricing service with observable inputs. Securities transferred to Level 3 represent securities with fair values that are now based on a single non-binding broker quote.

AMERIPRISE CERTIFICATE COMPANY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)

The following tables provide a summary of the significant unobservable inputs used in the fair value measurements developed by ACC or reasonably available to ACC of Level 3 assets:

~~March 31, 2022~~

~~Fair Value~~

~~Valuation Technique~~

~~Unobservable Input~~

~~Range~~

~~Weighted Average~~

~~(in thousands)~~

~~Corporate debt securities~~
~~(private placements)~~

—

~~Discounted cash flow~~

~~Yield/spread to U.S. Treasuries~~

—%

—

December 31, 2021

Fair Value

Valuation Technique

Unobservable Input

Range

Weighted Average

Fair Value

Valuation Technique

Unobservable Input

Range

Weighted Average

(in thousands)

Corporate debt securities
(private placements)

6,001

Discounted cash flow

Yield/spread to U.S. Treasuries

0.9%

0.9

Corporate debt securities
(private placements)

6,001

Discounted cash flow

Yield/spread to U.S. Treasuries

0.9%

The weighted average for the yield/spread to U.S. Treasuries for corporate debt securities (private placements) is weighted based on the security’s market value as a percentage of the aggregate market value of the securities.

Level 3 measurements not included in the table above are obtained from non-binding broker quotes where unobservable inputs utilized in the fair value calculation are not reasonably available to ACC.

Uncertainty of Fair Value Measurements

Significant increases (decreases) in the yield/spread to U.S. Treasuries used in the fair value measurement of Level 3 corporate debt

~~AMERIPRISE CERTIFICATE COMPANY~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)~~

securities in isolation would have resulted in a significantly lower (higher) fair value measurement.

Determination of Fair Value

ACC uses valuation techniques consistent with the market and income approaches to measure the fair value of its assets and liabilities. ACC’s market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. ACC’s income approach uses valuation techniques to convert future projected cash flows to a single discounted present value amount. When applying either approach, ACC maximizes the use of observable inputs and minimizes the use of unobservable inputs.

The following is a description of the valuation techniques used to measure fair value and the general classification of these instruments pursuant to the fair value hierarchy.

Assets

Cash Equivalents

Cash equivalents include time deposits and other highly liquid investments with original or remaining maturities at the time of purchase of 90 days or less. ACC’s cash equivalents are classified as Level 2 and measured at amortized cost, which is a reasonable estimate of fair value because of the short time between the purchase of the instrument and its expected realization.

Available-for-Sale Securities

When available, the fair value of securities is based on quoted prices in active markets. If quoted prices are not available, fair values are obtained from third-party pricing services, non-binding broker quotes, or other model-based valuation techniques.

Level 1 securities include U.S. Treasuries.

Level 2 securities include corporate bonds, residential mortgage backed securities, ~~corporate bonds,~~ commercial mortgage backed securities, asset backed securities and state and municipal obligations. The fair value of these Level 2 securities is based on a market approach with prices obtained from third-party pricing services. Observable inputs used to value these securities can include, but are not limited to, reported trades, benchmark yields, issuer spreads and non-binding broker quotes.

Level 3 securities include certain corporate bonds, non-agency residential mortgage backed securities, ~~corporate bonds,~~ asset backed securities and commercial mortgage backed securities with fair value typically based on a single non-binding broker quote. The underlying inputs used for some of the non-binding broker quotes are not readily available to ACC. ACC’s privately placed corporate bonds are typically based on a single non-binding broker quote.

In consideration of the above, management is responsible for the fair values recorded on the financial statements. Prices received from third-party pricing services are subjected to exception reporting that identifies investments with significant daily price movements as well as no movements. ACC reviews the exception reporting and resolves the exceptions through reaffirmation of the price or recording an appropriate fair value estimate. ACC also performs subsequent transaction testing. ACC performs annual due diligence of third-party pricing services. ACC’s due diligence procedures include assessing the vendor’s valuation qualifications, control environment, analysis of asset-class specific valuation methodologies, and understanding of sources of market observable assumptions and unobservable assumptions, if any, employed in the valuation methodology. ACC also considers the results of its exception reporting controls and any resulting price challenges that arise.

AMERIPRISE CERTIFICATE COMPANY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)

Derivatives

Derivatives that are measured using quoted prices in active markets, such as derivatives that are exchange-traded, are classified as Level 1 measurements. The variation margin on futures contracts is classified as Level 1. The fair value of derivatives that are traded in less active over-the-counter (“OTC”) markets is generally measured using pricing models with market observable inputs such as interest rates and equity index levels. These measurements are classified as Level 2 within the fair value hierarchy and include options. The counterparties’ nonperformance risk associated with uncollateralized derivative assets was immaterial as of ~~March 31,~~June 30, 2022 and December 31, 2021. See Note 6 and Note 7 for further information on the credit risk of derivative instruments and related collateral.

Liabilities

Stock Market Certificate Embedded Derivatives

ACC uses various Black-Scholes calculations to determine the fair value of the embedded derivative liability associated with the provisions of its stock market certificates. The inputs to these calculations are primarily market observable and include interest rates, volatilities, and equity index levels. As a result, these measurements are classified as Level 2.

Derivatives

~~AMERIPRISE CERTIFICATE COMPANY~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)~~

in less active OTC markets is generally measured using pricing models with market observable inputs such as interest rates and equity index levels. These measurements are classified as Level 2 within the fair value hierarchy and include options. The Company’s nonperformance risk associated with uncollateralized derivative liabilities was immaterial as of ~~March 31,~~June 30, 2022 and December 31, 2021. See Note 6 and Note 7 for further information on the credit risk of derivative instruments and related collateral.

Fair Value on a Nonrecurring Basis

During the reporting periods, there were no material assets or liabilities measured at fair value on a nonrecurring basis.

Assets and Liabilities Not Reported at Fair Value

The following tables provide the carrying value and the estimated fair value of financial instruments that are not reported at fair value:


		March 31, 2022											June 30, 2022
		Carrying Value		Fair Value									Carrying Value		Fair Value
				Level 1		Level 2		Level 3		Total					Level 1		Level 2		Level 3		Total
		(in thousands)
Financial Assets	Financial Assets												Financial Assets
Syndicated loans	Syndicated loans	$	102,246	$	—	$	93,188	$	6,922	$	100,110	Syndicated loans	$	106,392	$	—	$	98,535	$	2,571	$	101,106
Commercial mortgage loans	Commercial mortgage loans	110,917		—		—		109,396		109,396		Commercial mortgage loans	105,568		—		—		101,237		101,237
Certificate loans	Certificate loans	84		—		84		—		84		Certificate loans	90		—		90		—		90
Financial Liabilities	Financial Liabilities											Financial Liabilities
Certificate reserves	Certificate reserves	$	5,194,819	$	—	$	—	$	5,175,165	$	5,175,165	Certificate reserves	$	5,282,594	$	—	$	—	$	5,249,373	$	5,249,373


	December 31, 2021
	Carrying Value		Fair Value
			Level 1		Level 2		Level 3		Total
	(in thousands)
Financial Assets
Syndicated loans	$	105,622	$	—	$	99,691	$	4,703	$	104,394
Commercial mortgage loans	115,947		—		—		119,101		119,101
Certificate loans	83		—		83		—		83
Financial Liabilities
Certificate reserves	$	5,296,636	$	—	$	—	$	5,289,947	$	5,289,947

See Note 4 for additional information on syndicated, commercial mortgage and certificate loans. Certificate reserves represent customer deposits for fixed rate certificates and stock market certificates.

AMERIPRISE CERTIFICATE COMPANY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)

6. Offsetting Assets and Liabilities

Certain derivative instruments are eligible for offset in the Consolidated Balance Sheets. ACC’s derivative instruments are subject to master netting and collateral arrangements and qualify for offset. A master netting arrangement with a counterparty creates a right of offset for amounts due to and from that same counterparty that is enforceable in the event of a default or bankruptcy. ACC’s policy is to recognize amounts subject to master netting arrangements on a gross basis in the Consolidated Balance Sheets.

The following tables present the gross and net information about ACC’s assets subject to master netting arrangements:

March 31, 2022
Gross Amounts of Recognized Assets Gross Amounts Offset in the Consolidated Balance Sheets Amounts of Assets Presented in the Consolidated Balance Sheets Gross Amounts Not Offset in the Consolidated Balance Sheets Net Amount
Financial Instruments (1)
Cash Collateral
(in thousands)
Derivatives:
OTC $ 22,232 $ — $ 22,232 $ (20,612) $ (1,587) $ 33
Total $ 22,232 $ — $ 22,232 $ (20,612) $ (1,587) $ 33

~~AMERIPRISE CERTIFICATE COMPANY~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)~~


	June 30, 2022
	Gross Amounts of Recognized Assets		Gross Amounts Offset in the Consolidated Balance Sheets		Amounts of Assets Presented in the Consolidated Balance Sheets		Gross Amounts Not Offset in the Consolidated Balance Sheets				Net Amount
							Financial Instruments (1)		Cash Collateral
	(in thousands)
Derivatives:
OTC	$	5,527	$	—	$	5,527	$	(4,805)	$	(691)	$	31

Total	$	5,527	$	—	$	5,527	$	(4,805)	$	(691)	$	31


	December 31, 2021
	Gross Amounts of Recognized Assets		Gross Amounts Offset in the Consolidated Balance Sheets		Amounts of Assets Presented in the Consolidated Balance Sheets		Gross Amounts Not Offset in the Consolidated Balance Sheets				Net Amount
							Financial Instruments (1)		Cash Collateral
	(in thousands)
Derivatives:
OTC	$	44,135	$	—	$	44,135	$	(41,467)	$	(2,635)	$	33

Total	$	44,135	$	—	$	44,135	$	(41,467)	$	(2,635)	$	33

(1) Represents the amount of assets that could be offset by liabilities with the same counterparty under master netting or similar arrangements that management elects not to offset on the Consolidated Balance Sheets.

The following tables present the gross and net information about ACC’s liabilities subject to master netting agreements:


		March 31, 2022													June 30, 2022
		Gross Amounts of Recognized Liabilities		Gross Amounts Offset in the Consolidated Balance Sheets		Amounts of Liabilities Presented in the Consolidated Balance Sheets		Gross Amounts Not Offset in the Consolidated Balance Sheets				Net Amount			Gross Amounts of Recognized Liabilities		Gross Amounts Offset in the Consolidated Balance Sheets		Amounts of Liabilities Presented in the Consolidated Balance Sheets		Gross Amounts Not Offset in the Consolidated Balance Sheets				Net Amount
								Financial Instruments (1)		Cash Collateral											Financial Instruments (1)		Cash Collateral
		(in thousands)
Derivatives:	Derivatives:														Derivatives:
OTC	OTC	$	20,612	$	—	$	20,612	$	(20,612)	$	—	$	—	OTC	$	4,805	$	—	$	4,805	$	(4,805)	$	—	$	—
Exchange-traded	Exchange-traded	13		—		13		—		—		13		Exchange-traded	14		—		14		—		—		14
Total	Total	$	20,625	$	—	$	20,625	$	(20,612)	$	—	$	13	Total	$	4,819	$	—	$	4,819	$	(4,805)	$	—	$	14


	December 31, 2021
	Gross Amounts of Recognized Liabilities		Gross Amounts Offset in the Consolidated Balance Sheets		Amounts of Liabilities Presented in the Consolidated Balance Sheets		Gross Amounts Not Offset in the Consolidated Balance Sheets				Net Amount
							Financial Instruments (1)		Cash Collateral
	(in thousands)
Derivatives:
OTC	$	41,467	$	—	$	41,467	$	(41,467)	$	—	$	—
Exchange-traded	3		—		3		—		—		3
Total	$	41,470	$	—	$	41,470	$	(41,467)	$	—	$	3

(1) Represents the amount of liabilities that could be offset by assets with the same counterparty under master netting or similar arrangements that management elects not to offset on the Consolidated Balance Sheets.

AMERIPRISE CERTIFICATE COMPANY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)

In the tables above, the amount of assets or liabilities presented ~~in the Consolidated Balance Sheets~~ are offset first by financial instruments that have the right of offset under master netting or similar arrangements, then any remaining amount is reduced by the amount of cash and securities collateral. The actual collateral may be greater than amounts presented in the tables.

When the fair value of collateral accepted by ACC is less than the amount due to ACC, there is a risk of loss if the counterparty fails to perform or provide additional collateral. To mitigate this risk, ACC monitors collateral values regularly and requires additional collateral when necessary. When the value of collateral pledged by ACC declines, it may be required to post additional collateral.

Freestanding derivative instruments are reflected in Derivative assets and Derivative liabilities. Cash collateral accepted by ACC is reflected in Other liabilities. See Note 7 for additional disclosures related to ACC’s derivative instruments.

7. Derivatives and Hedging Activities

Derivative instruments enable ACC to manage its exposure to various market risks. The value of such instruments is derived from an underlying variable or multiple variables, including equity and interest rate indices or prices. ACC primarily enters into derivative agreements for risk management purposes related to ACC’s products.

~~AMERIPRISE CERTIFICATE COMPANY~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)~~

ACC uses derivatives as economic hedges of equity risk related to Stock Market Certificates (“SMC”). ACC does not designate any derivatives for hedge accounting. The following table presents the notional value and the gross fair value of derivative instruments, including embedded derivatives:


		March 31, 2022						December 31, 2021									June 30, 2022											December 31, 2021
		Notional		Gross Fair Value				Notional		Gross Fair Value							Notional				Gross Fair Value							Notional				Gross Fair Value
				Assets		Liabilities						Liabilities							Assets				Liabilities							Assets				Liabilities
		(in thousands)												(in thousands)
Derivatives not designated as hedging instruments	Derivatives not designated as hedging instruments											Derivatives not designated as hedging instruments
Equity contracts (1)	Equity contracts (1)	$	354,481	$	22,232	$	20,625	$	400,458			$	44,135		$	41,470				Equity contracts (1)	$	310,075				$	5,527			$	4,819			$	400,458			$	44,135		$	41,470
Embedded derivatives	Embedded derivatives														Embedded derivatives
Stock market certificates (2)	Stock market certificates (2)	N/A		—		2,601		N/A				—			3,853			Stock market certificates (2)	N/A				—					1,480				N/A				—				3,853
Total derivatives	Total derivatives	$	354,481	$	22,232	$	23,226	$	400,458	$	44,135	$	45,323		Total derivatives		$	310,075			$	5,527		$	6,299			$	400,458			$	44,135			$	45,323

N/A Not applicable

(1) The gross fair value of equity contracts is included in Derivative assets and Derivative liabilities.

(2) The gross fair value of SMC embedded derivatives is included in Certificate reserves.

See Note 5 for additional information regarding ACC’s fair value measurement of derivative instruments.

The following table presents a summary of the impact of derivatives not designated as hedging instruments, including embedded derivatives, on the Consolidated Statements of Operations:


Derivatives not designated as hedging instruments	Derivatives not designated as hedging instruments	Location of Gain (Loss) on Derivatives Recognized in Income	Amount of Gain (Loss) on Derivatives Recognized in Income				Derivatives not designated as hedging instruments	Location of Gain (Loss) on Derivatives Recognized in Income		Amount of Gain (Loss) on Derivatives Recognized in Income
			Three Months Ended March 31,							Location of Gain (Loss) on Derivatives Recognized in Income		Three Months Ended June 30,							Six Months Ended June 30,
			2022		2021								2022				2021				2022				2021
			(in thousands)										(in thousands)
Equity contracts	Equity contracts								Equity contracts
Stock market certificates	Stock market certificates	Net provision for certificate reserves	$	(42)	$	616			Stock market certificates		Net provision for certificate reserves				$	(413)			$	435			$	(455)			$	1,051
Stock market certificates embedded derivatives	Stock market certificates embedded derivatives	Net provision for certificate reserves	7		(467)				Stock market certificates embedded derivatives		Net provision for certificate reserves		416				(410)				423				(877)
Total	Total		$	(35)	$	149			Total				$	3			$	25			$	(32)			$	174

Ameriprise SMC ~~offers~~offer a return based upon the relative change in a major stock market index between the beginning and end of the certificate’s term. The SMC product contains an embedded derivative. The equity based return of the certificate must be separated from the host contract and accounted for as a derivative instrument. As a result of fluctuations in equity markets and the corresponding changes in value of the embedded derivative, the amount of expenses incurred by ACC related to the SMC product will positively or negatively impact reported earnings. As a means of hedging its obligations under the provisions for these certificates, ACC purchases and writes call options on the S&P 500® Index. ACC views this strategy as a prudent management of equity market sensitivity, such that earnings are not exposed to undue risk presented by changes in equity market levels. ACC also purchases futures on the S&P 500® Index to economically hedge its obligations. The futures are marked-to-market daily and exchange traded, exposing ACC to minimal counterparty risk.

AMERIPRISE CERTIFICATE COMPANY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)

Credit Risk

Credit risk associated with ACC’s derivatives is the risk that a derivative counterparty will not perform in accordance with the terms of the applicable derivative contract. To mitigate such risk, ACC has established guidelines and oversight of credit risk through a comprehensive enterprise risk management program that includes members of senior management. Key components of this program are to require preapproval of counterparties and the use of master netting and collateral arrangements whenever practical. See Note 6 for additional information on ACC’s credit exposure related to derivative assets.

8. Contingencies

The level of regulatory activity and inquiry in the financial services industry remains elevated. From time to time, ACC receives requests for information from, and/or has been subject to examination by, both the SEC and the Minnesota Department of Commerce concerning its business activities and practices.

ACC may in the normal course of business be a party to legal, regulatory or arbitration proceedings concerning matters arising in connection with the conduct of its business activities. The outcome of any such proceeding cannot be predicted with any certainty. ACC believes that it is not a party to, nor are any of its properties the subject of, any pending legal, regulatory or arbitration

~~AMERIPRISE CERTIFICATE COMPANY~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)~~

proceedings that are reasonably likely to have a material adverse effect on ACC’s ~~financial condition,~~ results of operations, financial condition or liquidity. Notwithstanding the foregoing, it is possible that the outcome of any such legal, arbitration or regulatory proceedings could have a material impact on ACC’s results of operations, financial condition or liquidity in any particular reporting period as the proceedings are resolved.

9. Shareholder’s Equity

During the three and six months ended ~~March 31,~~June 30, 2022 and 2021, ACC did not receive any cash contributions from Ameriprise Financial.

During the three and six months ended ~~March 31,~~June 30, 2022, ACC paid dividends to Ameriprise Financial of $7.0 million and $11.3 million, respectively. During the three and six months ended June 30, 2021, ACC paid dividends to Ameriprise Financial of ~~$4.3~~$33.0 million and ~~$27.0~~$60.0 million, respectively. During the three and six months ended ~~March 31,~~June 30, 2022, ~~and 2021,~~ ACC returned contributed capital to Ameriprise Financial of nil and $7.0 million, ~~and nil,~~ respectively. The payment to Ameriprise Financial was recognized as a reduction of additional paid-in capital as it was in excess of the amount of unappropriated retained earnings available to be paid as a dividend. ACC continued to maintain compliance with the capital requirements of the SEC and the Minnesota Department of Commerce during the three and six months ended ~~March 31,~~June 30, 2022.

10. Income Taxes

ACC’s effective tax rate was ~~24.8%~~25.0% and ~~25.1%~~24.7% for the three months ended ~~March 31,~~June 30, 2022 and 2021, respectively. ACC’s effective tax rate was 24.9% for both the six months ended June 30, 2022 and 2021. The effective tax rates for the three and six months ended ~~March 31,~~June 30, 2022 and 2021 are higher than the statutory rate primarily as a result of state income taxes, net of federal benefit.

ACC is required to establish a valuation allowance for any portion of the deferred tax assets that management believes will not be realized. Significant judgment is required in determining if a valuation allowance should be established, and the amount of such allowance if required. Factors used in making this determination include estimates relating to the performance of the business. Consideration is given to, among other things in making this determination, (i) future taxable income exclusive of reversing temporary differences and carryforwards, (ii) future reversals of existing taxable temporary differences, (iii) taxable income in prior carryback years, and (iv) tax planning strategies. Based on analysis of ACC’s tax position, management believes it is more likely than not that ACC’s results of future operations and implementation of tax planning strategies will generate sufficient taxable income to enable ACC to utilize all of the deferred tax assets. Accordingly, no valuation allowance for deferred tax assets has been established as of both ~~March 31,~~June 30, 2022 and December 31, 2021.

As of ~~March 31,~~June 30, 2022 and December 31, 2021, ACC had ~~$3.9~~$4.0 million and $3.8 million, respectively, of gross unrecognized tax benefits. If recognized, approximately ~~$3.1~~$3.2 million and $3.0 million, net of federal tax benefits, of unrecognized tax benefits as of ~~March 31,~~June 30, 2022 and December 31, 2021, respectively, would affect the effective tax rate.

It is reasonably possible that the total amount of unrecognized tax benefits will change in the next 12 months. ACC estimates that the total amount of gross unrecognized tax benefits may decrease by approximately $5 thousand in the next 12 months primarily due to state exams.

ACC recognizes interest and penalties related to unrecognized tax benefits as a component of the income tax provision. ACC recognized a net increase of ~~$39~~$44 thousand and ~~$40~~$83 thousand in interest and penalties for the three and six months ended ~~March 31,~~June 30, 2022, respectively. ACC recognized a net increase of $39 thousand and $79 thousand in interest and penalties for the three and six months ended June 30, 2021, respectively. As of ~~March 31,~~June 30, 2022 and December 31, 2021, ACC had a payable of ~~$654~~$698 thousand and $615 thousand, respectively, related to accrued interest and penalties.

AMERIPRISE CERTIFICATE COMPANY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (continued)

ACC files income tax returns as part of its inclusion in the consolidated federal income tax ~~returns~~return of Ameriprise Financial in the U.S. federal jurisdiction and various state jurisdictions. The federal statute of limitations are closed on years through 2015, except for one issue for 2014 and 2015 which was claimed on amended returns. The Internal Revenue Service (“IRS”) is currently auditing Ameriprise Financial’s U.S. income tax returns for 2016 through 2020. Ameriprise Financial’s or its subsidiaries’, including ACC’s, state income tax returns are currently under examination by various jurisdictions for years ranging from 2015 through 2020.

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AMERIPRISE CERTIFICATE COMPANY

ITEM 2. MANAGEMENT’S NARRATIVE ANALYSIS

The following information should be read in conjunction with Ameriprise Certificate Company’s (“ACC’s”) Consolidated Financial Statements and Notes presented in Part I, Item 1. This discussion may contain forward-looking statements that reflect ACC’s plans, estimates and beliefs. Actual results could differ materially from those discussed in these forward-looking statements. Factors that could cause or contribute to these differences include, but are not limited to, those discussed under “Forward-Looking Statements.” ACC believes it is useful to read its management’s narrative analysis in conjunction with its Annual Report on Form 10-K for the year ended December 31, 2021, filed with the Securities and Exchange Commission (“SEC”) on February 25, 2022 (“2021 10-K”), as well as its current reports on Form 8-K and other publicly available information.

ACC is a wholly owned subsidiary of Ameriprise Financial, Inc. (“Ameriprise Financial”). ACC is registered as an investment company under the Investment Company Act of 1940 and is in the business of issuing face-amount investment certificates. Face-amount investment certificates issued by ACC entitle the certificate owner to receive at maturity a stated amount of money and interest or credits declared from time to time by ACC, at its discretion. The certificates issued by ACC are not insured by any government agency. ACC’s certificates are sold primarily by Ameriprise Financial Services, LLC (“AFS”), an affiliate of ACC. AFS is registered as a broker-dealer in all 50 states, the District of Columbia and Puerto Rico. ACC’s investment portfolio is managed by Columbia Management Investment Advisers, LLC (“CMIA”), a wholly owned subsidiary of Ameriprise Financial.

Management’s narrative analysis of the results of operations is presented in lieu of management’s discussion and analysis of ~~financial condition and~~ results of operations and financial condition, pursuant to General Instructions H(2)(a) of Form 10-Q.

~~Recent Developments Regarding~~Current Macroeconomic Environment

ACC operates its business in the ~~COVID-19 Pandemic~~

~~The~~broader context of the macroeconomic forces around it, including the global and U.S. economies, the coronavirus disease 2019 ~~(‘‘COVID-19’’~~(“COVID-19”) pandemic, has presented ongoing significant economic and societal disruption and market unpredictability, which has affected ACC’s business and operating environment driven by what has been a low interest rate environment and volatility and changes in interest and inflation rates, financial market volatility, fluctuations in foreign exchange rates, geopolitical strain, the ~~equity~~competitive environment, client and customer activities and preferences, and the various regulatory and legislative developments. Financial markets and ~~the potential associated implications~~macroeconomic conditions have had and will continue to ~~client behavior. COVID-19 continues its ongoing~~have a significant impact on ACC’s operating and has been occurring in multiple waves, so there are still no reliable estimates of how long the implications from the pandemic will last, the effects current and other new variants will ultimately have, how many people are likely toperformance results. ACC’s success may be affected by ~~it, or its impact on~~ the overall economy. There is still significant uncertainty around the extent to which the COVID-19 pandemic will continue to impact ACC’s business, results of operations and financial condition, which depends on current and future developments, including the ultimate scope, duration and severity of the pandemic, success of worldwide vaccination efforts, multiple mutations of COVID-19 or similar diseases, the effectiveness of ACC’s and its affiliates’ office reopenings, the additional measures that may be taken by various governmental authoritiesfactors discussed in response to the outbreak, the actions of third parties in response to the pandemic, and the possible further impacts on the global economy. Given the ongoing impact of the pandemic, financial results may not be comparable to previous years and the results presented in this report may not necessarily be indicative of future operating results. For further information regarding the impact of the COVID-19 pandemic, and any potentially material effects, see Part 1 - Item 1A, “Risk Factors” ofin ACC’s 2021 ~~10-K.~~10-K and other factors as discussed herein.

Significant Accounting Policies

ACC’s significant accounting policies are discussed in detail in “Management’s Narrative Analysis – Recent Accounting Pronouncements and Significant Accounting Policies” in ACC’s 2021 10-K.

Recent Accounting Pronouncements

For information regarding recent accounting pronouncements and their expected impact on ACC’s future results of operations or financial condition, see Note 2 to the Consolidated Financial Statements.

Results of Operations for the ~~Three~~Six Months Ended ~~March 31,~~June 30, 2022 and 2021

ACC’s net income is derived primarily from the after-tax yield on investments and realized investment gains (losses), less investment expenses and interest credited on certificate reserve liabilities. Net income trends occur largely due to changes in returns on ACC’s investment portfolio, from realization of investment gains (losses) and from changes in interest credited to certificate products. ACC follows U.S. generally accepted accounting principles (“GAAP”).

Net income decreased ~~$2.9~~$0.2 million, or ~~36%~~1%, for the ~~three~~six months ended ~~March 31,~~June 30, 2022 compared to the prior year period primarily due to lower investment income and ~~lower~~higher net realized ~~gains.~~gains in the prior year period. This decline was partially offset by lower net provision for certificate reserves and lower investment expenses.

Investment income decreased ~~$6.6~~$3.6 million, or ~~31%~~9%, for the ~~three~~six months ended ~~March 31,~~June 30, 2022 compared to the prior year period reflecting lower average investment balances, ~~and a decrease~~partially offset by an increase in the average invested asset yield.

Investment expenses decreased ~~$1.8~~$2.5 million, or ~~23%~~17%, for the ~~three~~six months ended ~~March 31,~~June 30, 2022 compared to the prior year period primarily due to volume-driven decreases in investment advisory, ~~distribution,~~transfer agent, and ~~transfer agent~~distribution fees.

Net provision for certificate reserves decreased ~~$2.4~~$2.8 million, or ~~65%~~46%, for the ~~three~~six months ended ~~March 31,~~June 30, 2022 compared to the prior year period primarily due to lower average client crediting rates as well as lower average certificate balances.

ACC’s effective tax rate was 24.9% for the six months ended June 30, 2022 compared to 24.9% for the prior year period.

AMERIPRISE CERTIFICATE COMPANY

~~ACC’s effective tax rate was 24.8% for the three months ended March 31, 2022 compared to 25.1% for the prior year period.~~

Fair Value Measurements

ACC reports certain assets and liabilities at fair value; specifically, derivatives, embedded derivatives, and most investments and cash equivalents. Fair value assumes the exchange of assets or liabilities occurs in orderly ~~transactions. Companies are~~transactions and is not ~~permitted to use market prices that are~~ the result of a forced liquidation or distressed sale. ACC includes actual market prices, or observable inputs, in its fair value measurements to the extent available. ~~Non-binding broker~~Broker quotes are obtained when quotes from ~~third-party~~ pricing services are not available. ACC validates prices obtained from third parties through a variety of means such as: price variance analysis, subsequent sales testing, stale price review, price comparison across pricing vendors and due diligence reviews of vendors. See Note 5 to the Consolidated Financial Statements for additional information regarding ACC’s fair value measurements.

Forward-Looking Statements

This report contains forward-looking statements that reflect management’s plans, estimates and beliefs. Actual results could differ materially from those described in these forward-looking statements. The words “believe,” “expect,” “anticipate,” “optimistic,” “intend,” “plan,” “aim,” “will,” “may,” “should,” “could,” “would,” “likely,” “forecast,” “on track,” “project,” “continue,” “able to remain,” “resume,” “deliver,” “develop,” “evolve,” “drive,” “enable,” “flexibility,” “scenario,” “case”, “appear”, “expand” and similar expressions are intended to identify forward-looking statements but are not the exclusive means of identifying such statements. Forward-looking statements are subject to risks and uncertainties, which could cause actual results to differ materially from such statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date on which they are made. ACC undertakes no obligation to update or revise any forward-looking statements.

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

ACC maintains disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) designed to provide reasonable assurance that the information required to be reported in the Exchange Act filings is recorded, processed, summarized and reported within the time periods specified in and pursuant to SEC regulations, including controls and procedures designed to ensure that this information is accumulated and communicated to ACC’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding the required disclosure. It should be noted that, because of inherent limitations, ACC’s disclosure controls and procedures, however well designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of the disclosure controls and procedures are met.

ACC’s management, under the supervision and with the participation of its Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of ACC’s disclosure controls and procedures as of the end of the period covered by this report. Based upon that evaluation, ACC’s Chief Executive Officer and Chief Financial Officer have concluded that ACC’s disclosure controls and procedures were effective at a reasonable level of assurance as of ~~March 31,~~June 30, 2022.

Changes in Internal Control over Financial Reporting

There have not been any changes in ACC’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter to which this report relates that have materially affected, or are reasonably likely to materially affect, ACC’s internal control over financial reporting.

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AMERIPRISE CERTIFICATE COMPANY

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

The information set forth in Note 8 to the Consolidated Financial Statements in Part I, Item 1 is incorporated herein by reference.

ITEM 1A. RISK FACTORS

There have been no material changes in the risk factors provided in Part I, Item 1A of ACC’s 2021 10-K.

ITEM 6. EXHIBITS

The following exhibits are filed as part of this Quarterly Report:


Exhibit			Description

3(a)			Amended and Restated Certificate of Incorporation of American Express Certificate Company, dated August 1, 2005, filed electronically on or about March 10, 2006 as Exhibit 3(a) to Registrant’s Form 10-K is incorporated by reference.
3(b)			By-Laws of Ameriprise Certificate Company, filed electronically on or about November 5, 2010 as Exhibit 3(b) to Registrant’s Form 10-Q, are incorporated herein by reference.
31.1*			Certification of Abu M. Arif pursuant to Rule 13a-14(a) promulgated under the Securities Exchange Act of 1934, as amended.
31.2*			Certification of James R. Hill pursuant to Rule 13a-14(a) promulgated under the Securities Exchange Act of 1934, as amended.
32*			Certification of Abu M. Arif and James R. Hill pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
* Filed electronically herewithin.

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AMERIPRISE CERTIFICATE COMPANY

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


									AMERIPRISE CERTIFICATE COMPANY
									(Registrant)


Date:	~~May 2,~~August 1, 2022	By:	/s/ Abu M. Arif
			Abu M. Arif
			Chief Executive Officer


Date:	~~May 2,~~August 1, 2022	By:	/s/ James R. Hill
			James R. Hill
			Chief Financial Officer

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