SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-Q/A
Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act
of 1934 for the quarterly period ended June 30, 2001.
Commission file number 1-11834
UnumProvident Corporation
(Exact name of registrant as specified in its charter)
Delaware 62-1598430
(State of other jurisdiction (I.R.S. Employer Identification No.)
of incorporation or organization)
1 FOUNTAIN SQUARE 2211 CONGRESS STREET
CHATTANOOGA, TENNESSEE 37402 PORTLAND, MAINE 04122
(Address of principal executive offices)
423.755.1011
(Registrant's telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year,
if changed since last report)
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
Indicate the number of shares outstanding for each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at June 30, 2001
----- ----------------------------
Common stock, $0.10 par value 241,982,062
TABLE OF CONTENTS
PART I
Cautionary Statement Regarding Forward-Looking Statements 1
1. Financial Statements (Unaudited):
Condensed Consolidated Statements of Financial Condition at June 30, 2001 and
December 31, 2000 ........................................................................... 2
Condensed Consolidated Statements of Income for the three and six months ended
June 30, 2001 and 2000 ...................................................................... 4
Condensed Consolidated Statements of Stockholders' Equity for the six months ended
June 30, 2001 and 2000 ...................................................................... 5
Condensed Consolidated Statements of Cash Flows for the six months ended
June 30, 2001 and 2000 ...................................................................... 6
Notes to Condensed Consolidated Financial Statements ........................................... 7
Independent Auditors' Review Report ............................................................ 15
2. Management's Discussion and Analysis of Financial Condition and Results of Operations .......... 16
3. Quantitative and Qualitative Disclosure about Market Risk ...................................... 29
PART II
4. Submission of Matters to a Vote ................................................................ 30
6. Exhibits and Reports on Form 8-K ............................................................... 30
Signatures ..................................................................................... 31
PART II
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
At the annual meeting of stockholders held May 10, 2001 at 10:00 A.M., the
Company's stockholders approved, as recommended by the Board of Directors, the
election of four directors for terms expiring in 2004 and an amendment to the
Stock Plan of 1999, as listed in the proxy statement and set forth below:
Votes For Votes Withheld
----------- --------------
1. Election of Directors
---------------------
Ronald E. Goldsberry 148,749,141 6,376,839
Hugh O. Maclellan, Jr. 144,449,030 10,676,950
C. William Pollard 148,748,312 6,377,668
John W. Rowe 148,743,073 6,382,907
Votes For Votes Against Votes Abstain
----------- ------------- -------------
2. Amendment to the
Stock Plan of 1999 127,891,434 21,743,092 5,491,454
No other matters to be voted upon were presented at the meeting.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Index to Exhibits
Exhibit 12.1 Statement Regarding Computation of Ratio of Earnings to
Fixed Charges
Exhibit 12.2 Statement Regarding Computation of Ratio of Earnings to
Combined Fixed Charges and Preferred Stock Dividends
Exhibit 15 Letter re: Unaudited interim financial information
(b) Reports on Form 8-K
None
30
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.
UnumProvident Corporation
(Registrant)
Date: November 5, 2001 /s/ J. Harold Chandler
-------------------------------------
J. Harold Chandler
Chairman, President, and
Chief Executive Officer