SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [ X ]QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1996 OR [ ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 33-46620 FORTIS BENEFITS INSURANCE COMPANY (Exact name of registrant as specified in its charter) MINNESOTA (State or other jurisdiction of incorporation or organization) 81-0170040 (IRS Identification No.) 500 BIELENBERG DRIVE, WOODBURY, MN 55125 (Address of principal executive offices)(Zip code) Registrant's telephone number, including area code: 612-738-5590 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 X No FORTIS BENEFITS INSURANCE COMPANY BALANCE SHEETS (In thousands, except per share amounts) June 30, December 31, 1996 1995 (unaudited) ASSETS Investments Fixed maturities, at fair value (amortized cost: $1,972,222 at June 30, 1996, $1,951,204 at December 31, 1995) $ 1,978,556 $ 2,075,624 Equity securities, at fair value (cost: $75,239 at June 30, 1996, $60,935 at December 31, 1995) 98,936 78,852 Mortgage loans on real estate 578,672 562,697 Policy loans 56,976 53,863 Short-term investments 127,068 153,499 Real estate and other investments 20,494 11,918 2,860,702 $ 2,936,453 Cash (47,915) 1 Receivables: Uncollected premium 64,913 55,992 Reinsurance recoverable on paid and unpaid losses 9,023 11,812 Due from affiliates 2,330 388 Other 22,551 14,581 98,817 82,773 Accrued investment income 39,776 41,209 Deferred policy acquisition costs 255,272 237,509 Property and equipment, at cost, less accumulated depreciation 57,502 60,031 Recoverable federal income taxes 18,505 - Deferred federal income taxes 29,593 - Other assets 4,058 3,551 Assets held in separate accounts 2,098,912 1,781,485 $ 5,415,222 $ 5,143,012 See accompanying notes. FORTIS BENEFITS INSURANCE COMPANY RESERVES, LIABILITIES AND SHAREHOLDER'S EQUITY June 30, December 31, 1996 1995 (unaudited) POLICY RESERVES AND LIABILITIES Future policy benefit reserves: Traditional life insurance $ 606,243 $ 407,706 Interest sensitive and investment products 935,611 1,101,931 Accident and health 818,993 832,925 2,360,847 2,342,562 Unearned premiums 12,679 13,044 Other policy claims and benefits payable 219,542 196,403 Policyholder dividends payable 8,130 7,930 2,601,198 2,559,939 Accrued expenses 42,260 68,441 Current income taxes payable - 5,375 Deferred federal income taxes - 9,538 Other liabilities 45,059 31,145 Liabilities related to separate accounts2,073,614 1,757,476 4,762,131 4,431,914 SHAREHOLDER'S EQUITY Common stock, $5 par value, 1,000,000 shares authorized, issued and outstanding 5,000 5,000 Additional paid-in capital 408,000 408,000 Retained earnings 220,277 207,421 Unrealized gain (loss) on available-for-sale securities, net of deferred taxes of $9,830 at June 30, 1996 and $47,455 at December 31, 1995 18,256 88,131 Unrealized gain on assets held in separate accounts, net of deferred taxes of $839 at June 30, 1996 and $1,371 at December 31, 1995 1,558 2,546 653,091 711,098 $5,415,222 5,143,012 See accompanying notes. FORTIS BENEFITS INSURANCE COMPANY STATEMENTS OF INCOME (In thousands) (Unaudited) Six months ended June 30, 1996 1995 REVENUES Insurance operations: Traditional life insurance premiums $ 194,951$ 120,085 Interest sensitive and investment product policy charges 31,171 22,563 Accident and health premiums 504,799 442,820 730,921 585,468 Net investment income 100,383 96,817 Realized gains (losses) on investments 5,692 23,551 Other income 17,028 17,167 TOTAL REVENUES 854,024 723,003 BENEFITS AND EXPENSES Benefits to policyholders: Traditional life insurance 182,113 97,305 Interest sensitive and investment products 47,307 33,553 Accident and health 410,068 354,473 639,488 485,331 Policyholder dividends 1,888 1,876 Amortization of deferred policy acquisition costs 20,160 20,992 Insurance commissions 50,830 46,092 General and administrative expenses 121,895 118,018 TOTAL BENEFITS AND EXPENSES 834,261 672,309 INCOME BEFORE INCOME TAXES 19,763 50,694 INCOME TAX EXPENSE (BENEFITS) Current 7,422 20,346 Deferred (506) (3,019) 6,916 17,327 NET INCOME $ 12,847$ 33,367 See accompanying notes. FORTIS BENEFITS INSURANCE COMPANY STATEMENTS OF INCOME (In thousands) (unaudited) Three months ended June 30, 1996 1995 REVENUES Insurance operations: Traditional life insurance premiums $ 133,207 $62,990 Interest sensitive and investment policy charges 17,596 11,358 Accident and health premiums 253,222 227,736 Total Insurance Revenue 404,025 302,084 Net investment income 49,844 49,298 Realized gains (losses) on investments (1,174) 24,043 Other income 8,584 8,847 TOTAL REVENUES 461,279 384,272 BENEFITS AND EXPENSES Benefits to policyholders: Traditional life insurance 122,855 50,950 Interest sensitive and investment products 23,801 17,398 Accident and health 199,892 185,091 346,548 253,439 Policyholder dividends 754 1,128 Amortization of deferred policy acquisition costs 9,219 12,246 Insurance commissions 25,349 23,230 General and administrative expenses 58,773 60,203 TOTAL BENEFITS AND EXPENSES 440,643 350,246 INCOME BEFORE INCOME TAX EXPENSE 20,636 34,026 INCOME TAX EXPENSE (BENEFITS) Current 4,577 13,768 Deferred 2,763 (1,940) 7,340 11,828 NET INCOME $ 13,296 $22,198 See accompanying notes. FORTIS BENEFITS INSURANCE COMPANY STATEMENTS OF CASH FLOW (In thousands) (Unaudited) Six months ended June 30, 1996 1995 OPERATING ACTIVITIES Net income $ 12,847 $ 33,367 Adjustments to reconcile net income to net cash provided by operating activities: Increase in future policy benefit reserves for traditional and interest sensitive products (71,803) 44,960 Increase in other policy claims, benefits and policyholder dividends payable (5,540) 17,132 Decrease in deferred federal income taxes 707 (3,019) Increase (decrease) in income taxes payable (23,880) 1,124 Amortization of policy acquisition costs 4,908 20,992 Policy acquisition costs deferred (19,550) (29,839) Provision for depreciation 8,600 7,284 Accrual of discount, net 1,134 (1,297) Change in uncollected premiums, accrued investment income, other receivables, unearned premiums, accrued expenses, and other liabilities (11,323) 2,308 Realized (gains) losses on investments (3,040) (23,551) Other (4,978) 500 NET CASH PROVIDED BY OPERATING ACTIVITIES (111,918) 69,961 INVESTING ACTIVITIES Purchases of fixed maturity investments (1,084,818)(1,146,459) Sales or maturities of fixed maturity investments 1,060,351 1,093,748 Increase in short-term investments 26,115 (43,085) Purchase of other investments (71,879) (140,596) Sales or maturities of other investments 38,698 47,757 Purchase of property and equipment (6,072) (7,685) Other (2,808) (15,949) NET CASH USED BY INVESTING ACTIVITIES (40,413) (212,269) FINANCING ACTIVITIES Activities related to investment products: Considerations received 90,087 136,088 Surrenders and death benefits (16,493) (23,864) Interest credited to policyholders 30,821 22,773 Dividends paid to shareholder 0 0 NET CASH PROVIDED BY FINANCING ACTIVITIES 104,415 134,997 INCREASE IN CASH (47,916) (7,311) Cash and cash equivalents at beginning of period 1 10,888 CASH AND CASH EQUIVALENTS AT END OF PERIOD $(47,915) $ 3,577 See accompanying notes. /TABLE FORTIS BENEFITS INSURANCE COMPANY Notes to Financial Statements June 30, 1996 (unaudited) General: The accompanying unaudited financial statements of Fortis Benefits Insurance Company contain all adjustments necessary to present fairly the balance sheet as of June 30, 1996 and the related statement of income for the six months ended June 30, 1996 and 1995, and cash flows for the six months ended June 30, 1996 and 1995. Income tax payments for the six months ended June 30, 1996 and June 30, 1995 were $32,194,224 and $19,221,619, respectively. The classification of fixed maturity investments is to be made at the time of purchase and, prospectively, that classification is expected to be reevaluated as of each balance sheet date. At June 30, 1996, all fixed maturity and equity securities are classified as available-for- sale and carried at fair value. The amortized cost and fair values of investments available-for-sale were as follows at June 30, 1996 (in thousands): Amortized UnrealizedUnrealizedFair Cost Gain Loss Value Fixed Income Securities: Governments $ 356,603 $ 2,551$ 4,330 $ 354,824 Public Utilities 73,982 2,634 1,205 75,411 Industrial and miscellaneous 1,532,945 25,818 19,831 1,538,932 Other 8,692 817 120 9,389 Total 1,972,222 31,820 25,486 1,978,556 Equity Securities 75,239 25,969 2,272 98,936 $2,047,461 $ 57,789$ 27,758$2,077,492 The amortized cost and fair value of fixed maturities at June 30, 1996, by contractual maturity, are shown below (in thousands). Expected maturities will differ from contractual maturities because borrowers may have the FORTIS BENEFITS INSURANCE COMPANY Notes to Financial Statements June 30, 1996 (unaudited) right to call or prepay obligations with or without call or prepayment penalties. Amortized Fair Cost Value Due in one year or less $ 162,736 $ 162,902 Due after one year through five years 556,971 562,936 Due after five years through ten years 669,892 667,824 Due after ten years 709,671 711,963 $ 2,099,270 $ 2,105,625 Proceeds from sales and maturities of investments in fixed maturities in the six-month period ended June 30, 1996 were $1,041,666,471 , and $18,684,818 respectively. Gross gains of $20,278,965 and gross losses of $17,251,418 were realized on sales. Mortgage Loans: The Company has issued commercial mortgage loans on properties located throughout the country. Currently, approximately 37% of outstanding principal is concentrated in the states of Arizona, California, New York. The Company has a diversified loan portfolio with a small average size, which greatly reduces any loss exposure. The Company has established a reserve for mortgage loans. In 1995 the Company adopted FASB 114 and 118, "Accounting by Creditors for Impairment of a Loan." Statements 114 and 118 require that impaired loans are to be valued at the present value of expected future cash flows discounted at the loan's effective interest rate, or, as a practical expedient, at the loan's observable market price, or the fair market value of the collateral if the loan is collateral dependent. Adoption of these FORTIS BENEFITS INSURANCE COMPANY Notes to Financial Statements June 30, 1996 (unaudited) statements did not materially impact the financial position or operating results of the Company. Net Investment Income and Realized Gains (Losses) on Investments: Major categories of net investment income and realized gains and losses on investments for the first six months of each year were as follows (in thousands): Investment Realized Gain (Loss) Income on Investments 1996 1995 1996 1995 Fixed maturities $ 69,489 $ 66,654 $ (2,271) $ 19,805 Preferred stocks 94 292 250 378 Common stocks 2,675 832 5,049 1,745 Mortgage loans on real estate 26,440 23,735 (144) (17) Policy loans 1,644 1,550 Short-term investments 3,165 5,666 Real estate and other investments 1,435 1,345 2,808 1,640 104,942 100,074 $ 5,692 $ 23,551 Expenses (4,559) (3,257) $100,383 $ 96,817 Management's Discussion and Analysis of Financial Condition and Results of Operations June Year-to-Date 1996 Compared to June Year-to-Date 1995 Traditional life insurance premiums were $195.0 million in the first six months of 1996 compared to $120.0 million in the same period of 1995. This increase in sales was led by the strong sales of the Company's group life products. Interest sensitive and investment product policy charges, which consist primarily of cost of insurance charges, increased 38% to $31.2 million for the first six months of 1996 compared to the same period in 1995. Continued sales of interest sensitive and investment products has steadily increased the policy base on which these charges are assessed. Accident and health premiums increased to $504.8 million versus $442.8 for the same period in 1995. This increase was led by sales of the Company's medical and disability products. Total revenues were $854.0 million in the second quarter 1996 year to date compared to $723.0 million for the same period in 1995. Included in the revenues were capital gains of $5.7 million in 1996 versus gains of $23.6 million in 1995. Traditional life insurance benefits were $182.1 million for the period ended June 30, 1996 versus $97.3 million for the same period in 1995. The high percentage of benefits as compared to premiums is attributable to less favorable group life mortality for the year. Interest sensitive and investment product benefits were $47.3 million for the period ended June 30, 1996. This was an increase of 26% from the same period in 1995. This increase was the result of higher mortality experience in 1996 compared to 1995. Accident and health benefits were $410.1 million for the period ended 1996 compared to $354.5 for the same period in 1995. Increased premium volume is the primary driver of the variance. Commission expense for the period ended June 30, 1996 was $50.8 million compared to $46.1 million for the same period in 1995. Interest sensitive and investment products commission increased 12% from the first half of 1996 compared to 1995; however, the company deferred $31 million of these commissions in the first half of 1996, compared to $27.8 million in the first half of 1995. The additional commission and deferral is the result of a 74% increase in sales of the Company's variable life product, combined with a 13% decrease in variable annuity sales. Amortization of deferred policy acquisition costs were $20.2 million compared to $21.0 million for the same period last year. The decrease in the amortization of deferred policy acquisition costs is due to lower write- off's as expenses are amortized based on capital gains. General and administrative expenses were $121.9 million versus $118.0 million in 1995. This increase is due primarily to the increased volume of business and lower expenses on the Company's medical lines. Federal income taxes were $6.9 million for the first six months of 1996 compared to $17.3 million for the same period in 1995. The lower expense is due to lower pre- tax income including lower realized gains in 1996 compared to 1995. In summary, the Company reported a net gain of $12.8 million for the period ended June 30, 1996 versus $33.4 million gain in the prior year. Liquidity and Capital Resources The liquidity requirements of the Company have been met by funds provided from operations. The primary uses of funds are to provide policy benefits and reserves, operating expenses, commissions, and to purchase new investments. The company expects its investment and operating activities to generate sufficient funds for these purposes. The NAIC has implemented risk-based capital standards to determine the capital requirements of a life insurance company based upon the risks inherent in its operations. These standards require the computation of risk-based capital amount which is then compared to a company's actual total adjusted capital. The computation involves applying factors to various financial data to address four primary risks: asset default, adverse insurance experience, interest rate risk and external events. These standards provide for regulatory intervention when the percentage of total adjusted capital to authorized control level risk-based capital is below certain levels. Based upon current calculations of the risk-based capital standards, the Company's percentage of total adjusted capital is well in excess of ratios which would require regulatory attention. Fortis Benefits has no long or short term debt. Less than 2% of the Company's assets consisted of non- investment grade bonds as of June 30, 1996 and the Company does not expect this percentage to increase significantly in the future. As explained in the notes to the financial statements, the Company is classifying all fixed maturity securities as available-for-sale and carrying them at fair value. The unrealized gain or loss is recorded as a component of shareholder's equity. At June 30, 1996, the Company recognized an unrealized gain, net of taxes, of $18.3 million. PART II. OTHER INFORMATION Item 1. Legal Proceedings None Item 2. Changes in Securities None Item 3. Defaults Upon Senior Securities None Item 4. Submission of Matters to a Vote of Security Holders None Item 5. Other Information None Item 6. Exhibits and Reports on Form 8-K a. None b. No Forms 8-K have been filed during the quarter for which this report is filed. 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. Fortis Benefits Insurance Company (Registrant) Date: August 12, 1996 /s/ Michael J. Peninger Senior Vice President, Controller and Treasurer (on behalf of the Registrant and as its principal financial and chief accounting officer)