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): April 27, 1999 Great-West Life & Annuity Insurance Company (Exact name of registrant as specified in its charter) Colorado 333-01173 84-0467907 - ------------------------------- ----------------------------- ------------------------------- (State or other jurisdiction (Commission File Number) (IRS Employer Identification of incorporation) Number) 8515 East Orchard Road Englewood, Colorado 80111 - ----------------------------------------- --------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (303) 689-3000 Item 5. Other Events On April 27, 1999, Great-West Life & Annuity Insurance Company issued a press release announcing its financial results for the first quarter of 1999. A copy of such press release is filed herein as Exhibit 99. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (c) Exhibits 99. Copy of Press Release of Great-West Life & Annuity Insurance Company, dated April 27, 1999. SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY By: /s/ Mitchell T.G. Graye Mitchell T.G. Graye Executive Vice President and Chief Financial Officer Dated: April 27, 1999 EXHIBIT 99 FOR IMMEDIATE RELEASE GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY REPORTS FIRST QUARTER RESULTS DENVER, Colo., April 27, 1999 - Great-West Life & Annuity Insurance Company has reported net income of $45.4 million for the first quarter of 1999, compared to $46.1 million for the first quarter of 1998. The decrease includes net realized capital losses of $6.0 million in the first quarter of 1999 compared to capital gains of $14.0 million in the first quarter of 1998, which more than offset improved morbidity and increased fee income in the Employee Benefits and Financial Services segments. Total revenues increased $138.9 million or 25.6% to $681.9 million when compared to the first quarter of 1998. Part of this increase was due to the acquisition by the Company in July 1998 of Anthem Health & Life Insurance Company ("AH&L"). Excluding the AH&L acquisition, total revenues increased by $11.9 million or 2.2% when compared to the first quarter of 1998. The growth in revenues was comprised of increased premium income of $129.5 million ($110.1 million of which was attributable to AH&L), increased fee income of $36.8 million ($16.2 million of which was attributable to AH&L), decreased net investment income of $7.4 million and the change in realized gains and losses on investments noted above. Total benefits and expenses increased $135.6 million or 28.5% to $611.1 million in the first quarter of 1999 when compared to the first quarter of 1998. Excluding the AH&L acquisition, total benefits and expenses increased by $1.7 million or 0.4% in the first quarter of 1999 when compared to the first quarter of 1998. Total assets at the end of the first quarter of 1999 were $25.2 billion compared to $25.1 billion at year-end 1998. Separate account assets, included in total assets, were $10.6 billion at March 31, 1999 compared to $10.1 billion at December 31, 1998. Summary financial information for the first quarter of 1999 is attached. Great-West Life & Annuity Insurance Company has approximately 6,600 employees and provides a full range of group life, health and financial products to more than 3.6 million Americans. The Denver-based company also administers tax-qualified annuities for public/non-profit pension customers. Great-West Life & Annuity Insurance Company is an indirect subsidiary of Great-West Lifeco Inc. Great-West Lifeco Inc. is a financial services holding company with interests in the life insurance, health insurance, retirement savings, specialty reinsurance and general insurance businesses, primarily in Canada and the United States. Its subsidiary, The Great-West Life Assurance Company, serves the financial security needs of more than 13 million people through its Canadian operations and London Insurance Group in Canada, and through Great-West Life & Annuity Insurance Company in the United States. Great-West Lifeco Inc. is a member of the Power Financial Corporation group of companies. GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY CONSOLIDATED STATEMENTS OF INCOME FOR THE THREE MONTHS ENDED MARCH 31, 1999 (UNAUDITED) (000's) - --------------------------------------------------------------------------------------------- ----------------------------- YEAR-TO-DATE ----------------------------- 1999 1998 ----------- ------------ REVENUES: Premium and fee income 471,790 305,438 Net investment income 216,113 223,534 Realized gains (losses) on investments (6,043) 13,973 ----------- ------------ 681,860 542,945 BENEFITS AND EXPENSES: Paid or credited to policyholder and 408,774 326,871 beneficiaries including policyholder dividends and experience refunds Commissions 45,034 27,482 Operating expenses 150,122 115,626 Premium taxes 7,138 5,539 ----------- ------------ 611,068 475,518 INCOME FROM OPERATIONS BEFORE INCOME TAXES 70,792 67,427 PROVISION FOR INCOME TAXES Current 15,854 11,940 Deferred 9,534 9,352 ----------- ------------ 25,388 21,292 ----------- ------------ NET INCOME $45,404 $46,135 =========== ============ Contact: Mitchell T. G. Graye, Executive Vice President and Chief Financial Officer, (303) 689-6770.