SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________________________
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (date of earliest event reported): May 15, 2003
FINANCIAL INDUSTRIES CORPORATION
(Exact name of Registrant as specified in charter)
Texas 0-4690 74-2126975
(State or other jurisdiction (Commission file number) (I.R.S. employer
of incorporation) identification no.)
6500 River Place Blvd., Building One
Austin, Texas 78730
(Address of principal executive offices)
Registrant's telephone number, including area code: (512) 404-5000
_____________________________
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Item 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
The following exhibit is included with this Report:
Exhibit 99.1 Press release dated May 15, 2003 issued by Financial
Industries Corporation (the "Registrant"")
Item 9. REGULATION FD DISCLOSURE &
Item 12. DISCLOSURE OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION
The following information is furnished pursuant to Item 9, "Regulation FD
Disclosure" and Item 12, "Disclosure of Results of Operations and Financial
Condition."
On May 15, 2003, the Registrant issued a press release announcing the
Registrant's financial results for the three-month period ended March 31, 2003.
A copy of the Registrant's press release is attached hereto as Exhibit 99.1 and
hereby incorporated by reference. The information in this Form 8-K is being
furnished under Item 9 and Item 12 and shall not be deemed to be "filed" for the
purposes of Section 18 of the Securities and Exchange Act of 1934 (the "Exchange
Act"), or otherwise subject to the liabilities of such section, nor shall such
information be deemed incorporated by reference in any filing under the
Securities Act of 1933 or the Exchange Act, except as shall be expressly set
forth by specific reference in such a filing.
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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 hereunto duly authorized.
FINANCIAL INDUSTRIES CORPORATION
Date: May 16, 2003
By: /s/ Eugene E. Payne
_________________________________
Eugene E. Payne
Chief Executive Officer
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Exhibit 99.1
FOR IMMEDIATE RELEASE
May 15, 2003
FOR MORE INFORMATION CONTACT
Robert Bender
512-404-5080
FINANCIAL INDUSTRIES CORPORATION ANNOUNCES
RESULTS FOR QUARTER ENDED MARCH 31, 2003
AUSTIN, Texas -- (BUSINESS WIRE) -- May 15, 2003 -- Financial Industries
Corporation ("FIC" or the "Company") today reported a net loss for the
three-month period ended March 31, 2003 of $1.3 million (or ($0.13) basic and
diluted earnings per common share) on revenues of $29.8 million, as compared to
net income of $11.0 million (or $1.16 basic and $1.15 on a diluted basis
earnings per common share) on revenues of $32.2 million for the same period in
2002. Net income for the period ended March 31, 2002, before the cumulative
effect of change in accounting principle, was $0.6 million (basic and diluted
earnings of $0.06 per common share).
In the first quarter of 2003, net income was affected by a $2.9 million expense
related to the settlement of the litigation between FIC, Roy F. Mitte (the
former Chairman and Chief Executive Officer of the Company), and the Roy F. and
Joann Cole Mitte Foundation. Net income and earnings per share for the three
month period ended March 31, 2002 were affected by the cumulative effect of a
change in accounting principle of $10.4 million. This amount represents the
excess of fair value of net assets acquired over cost as of the beginning of
2002 related to the merger between FIC and InterContinental Life Corporation in
May, 2001. The Company recorded this cumulative effect in conjunction with
adopting Statement of Financial Accounting Standards No. 141 (FAS 141),
"Business Combinations," in the first quarter of 2002, as required by FAS 141.
Additionally, results for the quarter ended March 31, 2002 have previously been
restated. References to results for the quarter ended March 31, 2002 are to
restated results.
Earnings per share have been calculated in accordance with FAS No.128, which
requires that earnings per share be presented on both a basic and diluted basis.
Diluted earnings per share reflect the potential dilution that could occur if
securities or other contracts to issue common stock were converted or exercised.
Financial Industries Corporation, through its various subsidiaries, markets and
underwrites individual life insurance and annuity products. The Company's Nasdaq
symbol is FNIN. For more information on FIC, go to on the Internet.
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3-Mos (ending 3/31) 2003 2002
RESTATED
Net (loss) income $ (1,265,000) $11,011,000
(Loss) income before cumulative
effect of change in accounting
principle $ (1,265,000) $ 582,000
Cumulative effect of change in
accounting principle $ 0 $10,429,000
Revenues $29,766,000 $32,240,000
(Loss) Income Per Share (Basic)
Before Cumulative effect of
change in accounting principle $ (0.13) $ 0.06
Cumulative effect of change in
accounting principle $ 0 $ 1.10
Basic earnings per share (0.13) $ 1.16
(Loss) Income Per share (Diluted)
Before Cumulative effect of
change in accounting principle $ (0.13) $ 0.06
Cumulative effect of change in
accounting principle $ 0 $ 1.09
Diluted earnings per share $ (0.13) $ 1.15
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