Notes to Financial Statements | |
| 6 Months Ended
Jun. 30, 2009
USD / shares
|
Notes to Financial Statements [Abstract] | |
Note A-Accounting Policies |
Note AAccounting Policies
The accompanying consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q. Therefore, they do not include all of the disclosures required by accounting principles generally accepted in the United States of America (GAAP). However, in the opinion of management, these statements include all adjustments, consisting of normal recurring adjustments, which are necessary for a fair presentation of the consolidated financial position at June30, 2009, and the consolidated results of operations, comprehensive income and cash flows for the periods ended June30, 2009 and 2008. |
Note B-Earnings Per Share |
Note BEarnings Per Share
A reconciliation of basic and diluted weighted-average shares outstanding is as follows:
Forthethreemonthsended June30, Forthesixmonthsended June30,
2009 2008 2009 2008
Basic weighted average shares outstanding 82,734,765 89,461,429 83,301,945 90,124,870
Weighted average dilutive options outstanding 0 1,236,303 0 1,241,075
Diluted weighted average shares outstanding 82,734,765 90,697,732 83,301,945 91,365,945
Antidilutive shares* 9,473,841 1,809,112 9,535,506 1,529,514
*Antidilutive shares are excluded from the calculation of diluted earnings per share.
Unless otherwise specified, earnings per share data is assumed to be on a diluted basis. |
Note C-Postretirement Benefit Plans |
Note CPostretirement Benefit Plans
Components of Post-Retirement Benefit Costs
Three Months ended June30,
Pension Benefits OtherBenefits
2009 2008 2009 2008
Service cost $ 1,984 $ 1,891 $ 155 $ 175
Interest cost 3,522 3,637 244 245
Expected return on assets (3,927 ) (3,880 ) 0 0
Prior service cost 517 855 0 0
Net actuarial (gain)/loss 2,190 (72 ) 53 (83 )
Net periodic benefit cost $ 4,286 $ 2,431 $ 452 $ 337
Components of Post-Retirement Benefit Costs
Six Months ended June30,
Pension Benefits OtherBenefits
2009 2008 2009 2008
Service cost $ 3,968 $ 3,781 $ 332 $ 337
Interest cost 7,052 7,274 488 493
Expected return on assets (7,597 ) (7,760 ) 0 0
Prior service cost 1,035 1,710 0 0
Net actuarial (gain)/loss 4,374 (13 ) 135 (169 )
Net periodic benefit cost $ 8,832 $ 4,992 $ 955 $ 661
During the 2009 six months, Torchmark has contributed $5 million to its qualified pension plan. The Company plans to contribute an amount not to exceed $20 million during 2009.
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Note D-Adoption of New Accounting Standards |
Note DAdoption of New Accounting Standards
Fair Value Measurements: FASB Staff Position No. FAS 157-4, Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions that are not Orderly (FSP 157-4), was issued by the Financial Accounting Standards Board (FASB) in April, 2009. This Statement is an amendment to FASB Statement No.157, Fair Value Measurements, and provides additional guidance for estimating the fair value of assets or liabilities when the level of transaction activity has decreased and identifying when transactions are not orderly. The guidance re-emphasizes that fair value continues to be the exit price in an orderly market. FSP 157-4 was effective for interim and annual reporting periods ending after June15, 2009 with early adoption permitted. This Statement does not require disclosure for comparative periods ending prior to the period of initial adoption. Torchmark elected to early adopt FSP 157-4 for the period beginning January1, 2009. There were no significant changes in valuation techniques to arrive at fair value as a result of the adoption, other than techniques used to value holdings in collateralized debt obligations (CDOs). CDOs were valued based on the present value of expected cash flows under FSP 157-4, rather than by broker quotes as determined previously. The use of the technique to determine fair value by the present value of expected cash flows resulted in an immaterial difference in fair value and, therefore, the impact of adoption of FSP 157-4 was not material to the investment portfolio. See Note EInvestments under the caption Fair Value Measurements for the fair value disclosures required by FSP 157-4.
Other-Than-Temporary Impairments: The FASB issued FASB Staff Position FAS 115-2 and FAS 124-2, Recognition and Presentation of Other-Than-Temporary Impairments (FSP 115-2 and 124-2), which amends the guidance for other-than-temporary impairments of debt securities and changes the presentation of other-than-temporary impairments in the financial statements. If an entity intends to sell or if it is more likely than not that it will be required to sell an impaired security prior to recovery of its cost basis, the security is to be considered other-than-temporarily impaired and the full amount of impairment must be charged to earnings. Otherwise, losses on securities which are other-than-temporarily impaired are separated into two categories, the portion of loss which is considered credit loss and the portion of loss which is due to other factors. The credit loss portion is charged to earnings while the loss due to other factors is charged to other comprehensive income, both charges net of tax. FSP 115-2 and 124-2 calls for an opening cumulative effect adjustment to reclassify any additional unrecognized after-tax credit loss on each previously other-than-temporarily impaired security held at the beginning of the period of adoption as an adjustment to retained earnings and a corresponding adjustment to accumulated other comprehensive income. FSP 115-2 and 124-2 is effective for interim and annual periods ending after Jun |
Note E-Investments |
Note EInvestments
Portfolio Composition:
A summary of fixed maturities and equity securities available for sale by cost or amortized cost and estimated fair value at June30, 2009 is as follows:
Cost or Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value % of Total Fixed Maturities*
Fixed maturities available for sale:
Bonds:
U.S. Government direct obligations and agencies $ 17,424 $ 662 $ (5 ) $ 18,081 0 %
Government-sponsored enterprises 80,630 0 (5,657 ) 74,973 1
GNMAs 10,751 1,059 0 11,810 0
States, municipalities and political subdivisions 256,482 783 (29,563 ) 227,702 3
Foreign governments 20,062 1,273 (91 ) 21,244 0
Corporates 7,423,543 139,356 (1,006,819 ) 6,556,080 81
Residential mortgage-backed securities 10,794 784 0 11,578 0
Commercial mortgage-backed securities 3,554 51 0 3,605 0
Collateralized debt obligations 88,919 0 (62,211 ) 26,708 0
Asset-backed securities 39,081 644 (3,686 ) 36,039 1
Redeemable preferred stocks 1,478,640 10,733 (409,142 ) 1,080,231 14
Total fixed maturities $ 9,429,880 $ 155,345 $ (1,517,174 ) $ 8,068,051 100 %
Equity securities:
Common stocks:
Banks and insurance companies $ 776 $ 213 $ (52 ) $ 937
Industrial and all others 0 1 0 1
Non-redeemable preferred stocks 16,099 645 (624 ) 16,120
Total equity securities $ 16,875 $ 859 $ (676 ) $ 17,058
Total fixed maturities and equity securities $ 9,446,755 $ 156,204 $ (1,517,850 ) $ 8,085,109
* At fair value
Net unrealized losses on fixed maturities declined from $1.8 billion at December31, 2008 to $1.4 billion at June30, 2009. By sector, the largest unrealized losses were in the financial sector, which comprised 41% of the portfolio at amortized cost, but 74% of total net unrealized losses. Based upon conditions observed in the bond market and the commercial paper market, management believes that much of the unrealized losses at both June30, 2009 and at December31, 2008 were attributable to illiquidity in the market. Management expects Torchmarks investment in these securities to be fully recoverable.
A schedule of fixed maturities by contractual maturity date at June30, 2009 is shown below on an amortized cost basis and on a fair value basis. Actual maturity dates could differ from contractual maturities due to call or prepayment provisions.
Amortized Cost Fair Value
Fixed maturities available for sale:
Due in one year or less $ 426,923 $ 434,553
Due from one to five years 738,127 738,444
Due from five |
Note F-Income Taxes |
Note FIncome Taxes
The effective income tax rate differed from the expected 35% rate as shown below:
Three Months Ended June30, Six Months Ended June30,
2009 2008 2009 2008
Amount % Amount % Amount % Amount %
Expected income taxes $ 56,142 35.0 $ 64,612 35.0 $ 100,346 35.0 $ 127,063 35.0
Increase (reduction) in income taxes resulting from:
Tax-exempt investment income (954 ) (0.6 ) (1,055 ) (0.6 ) (1,916 ) (0.7 ) (2,118 ) (0.6 )
Tax settlements (168 ) (0.1 ) (11,469 ) (6.2 ) (3,031 ) (1.1 ) (11,287 ) (3.1 )
Low income housing investments (1,493 ) (0.9 ) (1,287 ) (0.7 ) (2,960 ) (1.0 ) (2,574 ) (0.7 )
Tax valuation allowance (7,503 ) (4.7 ) 0 0.0 3,450 1.2 0 0.0
Other 265 0.2 79 0.0 (10 ) 0.0 53 0.0
Income tax expense $ 46,289 28.9 $ 50,880 27.6 $ 95,879 33.4 $ 111,137 30.6
The effective income tax rate for the three and six month periods ended June30, 2009 differed from the effective income tax rate for the same period of 2008, primarily due to the changes in the deferred tax valuation allowance in 2009 and settlements with Canadian income tax authorities in 2008.
As discussed in Note EInvestments under the caption Other-Than-Temporary Impairments, the Company wrote down certain fixed maturities through realized investment losses. Before tax, the losses totaled $85 million for the six month period ended June30, 2009. At the 35% statutory tax rate, the related income tax benefit would have been $30 million. To recognize this tax benefit, the Company had to determine whether it is more likely than not that the benefit will be realized through the offset of future capital gains. In making this determination, current accounting rules required management to consider only potential gains that existed on the balance sheet as of June30, 2009. As a result of such analysis, management set up a tax valuation allowance of $3 million at June30, 2009 which resulted in the tax benefit being $3 million lower. The Company had previously established a tax valuation allowance of $11 million at March31, 2009, but decreased the allowance to $3 million at June30, 2009 due to an increase in the amount of unrealized gains at June 30, 2009.
For federal income tax purposes, the realized losses from impairments will not be incurred until the related securities are sold or the Companys interest in them is terminated due to bankruptcy or similar proceedings. In addition, the Company has five years from the date of the tax loss to carry forward these losses and offset them against any future capital gains. If in a future period, the Company determines that it can more likely than not offset its losses with future capit |
Note G-Business Segments |
Note GBusiness Segments
Torchmark is comprised of life insurance companies which market primarily individual life and supplemental health insurance products through niche distribution systems primarily to middle income Americans. To a limited extent, the Company also markets fixed annuities. Torchmarks core operations are insurance marketing and underwriting, and management of its investments. Insurance marketing and underwriting is segmented by the types of insurance products offered: life, health, and annuity. Managements measure of profitability for each insurance segment is insurance underwriting margin, which is underwriting income before other income and insurance administrative expenses. It represents the profit margin on insurance products before administrative expenses, and is calculated by deducting net policy obligations, commissions and other acquisition expenses from premium revenue. Torchmark further views the profitability of each insurance product segment by the marketing groups that distribute the products of that segment: direct response, independent, or captive/career agencies.
The investment segment includes the management of the investment portfolio, debt, and cash flow. Managements measure of profitability for this segment is excess investment income, which is the income earned on the investment portfolio less the interest credited on net policy liabilities and financing costs. Financing costs include the interest on Torchmarks debt. Other income and insurance administrative expense are classified in a separate Other segment.
As noted, Torchmarks core operations are insurance and investment management. The insurance segments issue policies for which premiums are collected for the eventual payment of policy benefits. In addition to policy benefits, operating expenses are incurred including acquisition costs, administrative expenses, and taxes. Because life and health contracts can be long term, premium receipts in excess of current expenses are invested. Investment activities, conducted by the Investment segment, focus on seeking quality investments with a yield and term appropriate to support the insurance product obligations. These investments generally consist of fixed maturities, and, over the long term, the expected yields are taken into account when setting insurance premium rates and product profitability expectations. As a result, fixed maturities are generally held for long periods to support the liabilities, and Torchmark generally expects to hold investments until maturity. Dispositions of investments occur from time to time, generally as a result of credit deterioration, calls by issuers, or other factors usually beyond the control of management. Dispositions are sometimes required in order to maintain the Companys investment policies and objectives. Investments are also occasionally written down as a result of other-than-temporary impairment. Torchmark does not actively trade investments for profit. As a result, realized gains and losses from the disposition and write down of investments are generally incidental to operations and are not considered a material factor in insurance pricing or produc |
Note H-Debt Offering |
Note HDebt Offering
On June30, 2009, Torchmark issued $300 million principal amount of 9.25% Senior Notes due June15, 2019. Interest on the Notes is payable semi-annually commencing on December15, 2009. Proceeds from the issuance of this debt, net of expenses, were $296 million. The Notes are redeemable by Torchmark in whole or in part at any time subject to a make-whole premium, whereby the Company would be required to pay the greater of the full principal amount of the Notes or otherwise the present value of the remaining repayment schedule of the Notes discounted at a rate of interest equivalent to the rate of a United States Treasury security of comparable term plus a spread of 75 basis points. Torchmark intends to use the net proceeds from this offering to repay its $99 million 81/4% Senior Debentures which mature on August15, 2009 (plus accrued interest) and for other general corporate purposes. |
Note I-Subsequent Events |
Note ISubsequent Events
Torchmark adopted Financial Accounting Standards Board (FASB) Statement No.165, Subsequent Events (SFAS 165), effective for Torchmark for the periods ending June30, 2009. This Statement introduces the concept of the date the financial statements are available to be issued, after which date subsequent events will not have been evaluated for reporting purposes. For the reporting periods ended June30, 2009, Torchmarks date through which subsequent events were considered was August6, 2009, which was also the date that the financial statements were available to be issued. |