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 September 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) Sept 30, December 31, 1996 1995 (unaudited) ASSETS Investments Fixed maturities, at fair value (amortized cost: $1,960,373 at September 30, 1996, $1,951,204 at December 31, 1995) $ 1,971,427 $ 2,075,624 Equity securities, at fair value (cost: $70,711 at September 30, 1996, $60,935 at December 31, 1995) 92,104 78,852 Mortgage loans on real estate 580,726 562,697 Policy loans 59,646 53,863 Short-term investments 153,852 153,499 Real estate and other investments 25,536 11,918 2,883,291 $ 2,936,453 Cash (30,488) 1 Receivables: Uncollected premium 66,507 55,992 Reinsurance recoverable on paid and unpaid losses 12,168 11,812 Due from affiliates (2,182) 388 Other 48,328 14,581 124,821 82,773 Accrued investment income 41,407 41,209 Deferred policy acquisition costs 262,379 237,509 Property and equipment, at cost, less accumulated depreciation 54,920 60,031 Recoverable federal income taxes 21,548 - Deferred federal income taxes 20,613 - Other assets 6,425 3,551 Assets held in separate accounts 2,236,699 1,781,485 $ 5,621,615 $ 5,143,012 See accompanying notes. FORTIS BENEFITS INSURANCE COMPANY RESERVES, LIABILITIES AND SHAREHOLDER'S EQUITY September 30, December 31, 1996 1995 (unaudited) POLICY RESERVES AND LIABILITIES Future policy benefit reserves: Traditional life insurance $ 604,780 $ 407,706 Interest sensitive and investment products 969,123 1,101,931 Accident and health 816,857 832,925 2,390,760 2,342,562 Unearned premiums 11,491 13,044 Other policy claims and benefits payable 221,784 196,403 Policyholder dividends payable 8,230 7,930 2,632,265 2,559,939 Accrued expenses 42,799 68,441 Current income taxes payable - 5,375 Deferred federal income taxes - 9,538 Other liabilities 63,995 31,145 Liabilities related to separate accounts 2,210,270 1,757,476 4,949,329 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 234,868 207,421 Unrealized gain (loss) on available-for-sale securities, net of deferred taxes of $10,656 at September 30, 1996 and $47,455 at December 31, 1995 19,966 88,131 Unrealized gain on assets held in separate accounts, net of deferred taxes of $1,094 at September 30, 1996 and $1,371 at December 31, 1995 4,452 2,546 672,286 711,098 $5,621,615 5,143,012 See accompanying notes. FORTIS BENEFITS INSURANCE COMPANY STATEMENTS OF INCOME (In thousands) (Unaudited) Nine months ended September 30, 1996 1995 REVENUES Insurance operations: Traditional life insurance premiums $ 288,295 $ 184,808 Interest sensitive and investment product policy charges 58,398 33,875 Accident and health premiums 745,059 682,547 1,091,752 901,230 Net investment income 151,921 147,311 Realized gains (losses) on investments 9,499 40,679 Other income 24,844 27,575 TOTAL REVENUES 1,278,016 1,116,795 BENEFITS AND EXPENSES Benefits to policyholders: Traditional life insurance 263,073 152,535 Interest sensitive and investment products 79,392 53,695 Accident and health 603,498 555,816 945,963 762,046 Policyholder dividends 2,792 2,866 Amortization of deferred policy acquisition costs 30,026 30,924 Insurance commissions 73,454 70,975 General and administrative expenses 183,572 180,612 TOTAL BENEFITS AND EXPENSES 1,235,807 1,047,723 INCOME BEFORE INCOME TAXES 42,209 69,372 INCOME TAX EXPENSE (BENEFITS) Current 19,794 31,447 Deferred (5,021) (7,863) 14,773 23,584 NET INCOME $ 27,436 $ 45,788 See accompanying notes. FORTIS BENEFITS INSURANCE COMPANY STATEMENTS OF INCOME (In thousands) (unaudited) Three months ended September 30, 1996 1995 REVENUES Insurance operations: Traditional life insurance premiums $ 93,344 $64,723 Interest sensitive and investment policy charges 27,227 11,312 Accident and health premiums 240,260 239,727 Total Insurance Revenue 360,831 315,762 Net investment income 51,538 50,494 Realized gains (losses) on investments 3,807 17,128 Other income 7,816 10,408 TOTAL REVENUES 423,992 393,792 BENEFITS AND EXPENSES Benefits to policyholders: Traditional life insurance 80,960 55,230 Interest sensitive and investment products 32,085 20,142 Accident and health 193,430 201,343 306,475 276,715 Policyholder dividends 904 990 Amortization of deferred policy acquisition costs 9,866 9,932 Insurance commissions 22,624 24,883 General and administrative expenses 61,677 62,594 TOTAL BENEFITS AND EXPENSES 401,546 375,114 INCOME BEFORE INCOME TAX EXPENSE 22,446 18,678 INCOME TAX EXPENSE (BENEFITS) Current 12,372 11,101 Deferred (4,515) (4,844) 7,857 6,257 NET INCOME $ 14,589 $12,421 See accompanying notes. FORTIS BENEFITS INSURANCE COMPANY STATEMENTS OF CASH FLOW (In thousands) (Unaudited) Nine months ended September 30, 1996 1995 OPERATING ACTIVITIES Net income $ 27,436 $ 45,788 Adjustments to reconcile net income to net cash provided by operating activities: Increase in future policy benefit reserves for traditional and interest sensitive products (102,268) 40,160 Increase in other policy claims, benefits and policyholder dividends payable (5,335) 33,381 Decrease in deferred federal income taxes (5,020) (7,863) Increase (decrease) in income taxes payable (14,977) (806) Amortization of policy acquisition costs 30,026 9,932 Policy acquisition costs deferred (49,919) (21,328) Provision for depreciation 12,341 11,328 Accrual of discount, net 2,040 (858) Change in uncollected premiums, accrued investment income, other receivables, unearned premiums, accrued expenses, and other liabilities (53,686) 38,299 Realized (gains) losses on investments (6,972) (40,679) Other (6,626) 419 NET CASH PROVIDED BY OPERATING ACTIVITIES (172,960) 107,773 INVESTING ACTIVITIES Purchases of fixed maturity investments (2,063,048)(1,753,300) Sales or maturities of fixed maturity investments 2,048,551 1,629,940 Increase in short-term investments (724) (33,703) Purchase of other investments (37,816) (165,622) Sales or maturities of other investments 38,619 69,523 Purchase of property and equipment (7,230) (13,672) Other (2,809) (15,785) NET CASH USED BY INVESTING ACTIVITIES (24,457) (282,619) FINANCING ACTIVITIES Activities related to investment products: Considerations received 157,381 180,185 Surrenders and death benefits (36,918) (40,354) Interest credited to policyholders 46,465 35,784 Dividends paid to shareholder 0 0 NET CASH PROVIDED BY FINANCING ACTIVITIES 166,928 175,615 INCREASE IN CASH (30,489) 769 Cash and cash equivalents at beginning of period 1 10,888 CASH AND CASH EQUIVALENTS AT END OF PERIOD $(30,488) $ 11,657 See accompanying notes. /TABLE FORTIS BENEFITS INSURANCE COMPANY Notes to Financial Statements September 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 September 30, 1996 and the related statement of income for the nine months ended September 30, 1996 and 1995, and cash flows for the nine months ended September 30, 1996 and 1995. Income tax payments for the nine months ended September 30,1996 and September 30, 1995 were $34,345,382 and $32,253,506, 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 September 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 September 30, 1996 (in thousands): Amortized UnrealizedUnrealizedFair Cost Gain Loss Value Fixed Income Securities: Governments $ 336,862 $ 1,434$ 2,872 $ 335,424 Public Utilities 88,589 2,744 1,054 90,279 Industrial and miscellaneous 1,539,012 23,846 13,790 1,549,069 Other 8,952 829 117 9,663 Total 1,973,415 28,853 17,833 1,984,435 Equity Securities 70,711 23,150 1,757 92,104 $2,044,126$ 52,003$ 19,590 $2,076,539 The amortized cost and fair value of fixed maturities at September 30, 1996, by contractual maturity, are shown below (in thousands). Expected maturities will differ from contractual maturities because borrowers may have FORTIS BENEFITS INSURANCE COMPANY Notes to Financial Statements September 30, 1996 (unaudited) the right to call or prepay obligations with or without call or prepayment penalties. Amortized Fair Cost Value Due in one year or less $ 185,383 $ 185,514 Due after one year through five years 554,995 562,567 Due after five years through ten years 633,187 633,910 Due after ten years 740,695 743,289 $ 2,114,260 $ 2,125,280 Proceeds from sales and maturities of investments in fixed maturities in the nine-month period ended September 30,1996 were $2,006,230,996,and $42,896,407 respectively. Gross gains of $33,278,130 and gross losses of $26,306,463 were realized on sales. Mortgage Loans: The Company has issued commercial mortgage loans on properties located throughout the country. Currently, approximately 29% 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 September 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 nine months of each year were as follows (in thousands): Investment Realized Gain (Loss) Income on Investments 1996 1995 1996 1995 Fixed maturities $105,456 $ 99,998 $ (3,232) $ 36,470 Preferred stocks 172 326 257 485 Common stocks 4,829 1,199 9,947 2,129 Mortgage loans on real estate 39,581 36,283 (144) (242) Policy loans 2,512 2,247 0 Short-term investments 4,383 9,289 (3) Real estate and other investments 1,850 2,642 2,808 1,840 158,783 151,984 $ 9,636 $ 40,679 Expenses (6,862) (4,673) $151,921 $147,311 Management's Discussion and Analysis of Financial Condition and Results of Operations September Year-to-Date 1996 Compared to September Year- to-Date 1995 Traditional life insurance premiums were $288.0 million in the first nine months of 1996 compared to $185.0 million in the same period of 1995. This increase in premium 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 72% to $58.4 million for the first nine 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 $745.0 million versus $682.5 for the same period in 1995. This increase was led by sales of the Company's medical and disability products. Total revenues were $1,278.0 million in the third quarter 1996 year to date compared to $1,116.8 million for the same period in 1995. Included in the revenues were capital gains of $9.5 million in 1996 versus gains of $40.7 million in 1995. Traditional life insurance benefits were $263.0 million for the period ended September 30, 1996 versus $152.5 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 $79.3 million for the period ended September 30, 1996. This was an increase of 47% 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 $603.5 million for the period ended 1996 compared to $555.8 for the same period in 1995. Increased premium volume is the primary driver of the variance. Commission expense for the period ended September 30, 1996 was $73.4 million compared to $70.9 million for the same period in 1995. Interest sensitive and investment products commission increased 27% from the first three quarters of 1996 compared to 1995; however, the company deferred $46.8 million of these commissions in the first three quarters of 1996, compared to $39.6 million in the first three quarters of 1995. The additional commission and deferral is the result of a 61% increase in sales of the Company's variable life product, combined with a 3% increase in variable annuity sales. Amortization of deferred policy acquisition costs were $30.0 million compared to $30.9 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 $183.5 million versus $180.6 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 $14.7 million for the first nine months of 1996 compared to $23.5 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 $27.4 million for the period ended September 30, 1996 versus $45.7 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 September 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 September 30, 1996, the Company recognized an unrealized gain, net of taxes, of $20.0 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: November 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)