================================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
|X| Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the quarterly period ended March 31, 2004
or
|_| Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the transition period from _____________ to
____________
REGAN HOLDING CORP.
(Exact name of registrant as specified in its charter)
California 68-0211359
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
2090 Marina Avenue, Petaluma, CA 94954
(Address of principal executive offices) (Zip Code)
707-778-8638
(Registrant's telephone number, including area code)
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 by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act).
Yes |_| No |X|
Applicable Only To Corporate Issuers:
Indicate the number of shares outstanding of the registrant's common stock,
as of May 10, 2004:
Common Stock-Series A 23,384,000
Common Stock-Series B 553,000
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PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
REGAN HOLDING CORP. AND SUBSIDIARIES
Consolidated Balance Sheet
March 31, 2004 December 31, 2003
-------------- -----------------
(Unaudited)
Assets
Cash and cash equivalents $ 6,503,000 $ 9,908,000
Trading investments 6,846,000 6,308,000
Available-for-sale investments 6,037,000 5,939,000
Accounts receivable, net of allowance of $665,000 and $866,000
at March 31, 2004 and December 31, 2003 2,898,000 4,225,000
Prepaid expenses and deposits 689,000 803,000
Deferred taxes 1,053,000 1,356,000
----------- -----------
Total current assets 24,026,000 28,539,000
----------- -----------
Net fixed assets 27,399,000 24,278,000
Deferred taxes 1,436,000 1,170,000
Goodwill 679,000 679,000
Intangible assets, net 177,000 196,000
Other assets 2,511,000 2,253,000
----------- -----------
Total non current assets 32,202,000 28,576,000
----------- -----------
Total assets $56,228,000 $57,115,000
=========== ===========
Liabilities, redeemable common stock, and shareholders' equity
Liabilities
Accounts payable and accrued liabilities $ 7,516,000 $10,790,000
Income taxes payable 1,604,000 1,990,000
Current portion of note payable and other borrowings 2,451,000 307,000
----------- -----------
Total current liabilities 11,571,000 13,087,000
----------- -----------
Deferred compensation payable 6,889,000 6,257,000
Other liabilities 942,000 196,000
Note payable, less current portion 7,060,000 7,083,000
----------- -----------
Total non current liabilities 14,891,000 13,536,000
----------- -----------
Total liabilities 26,462,000 26,623,000
----------- -----------
Redeemable common stock, Series A and B 8,714,000 8,964,000
----------- -----------
Shareholders' equity
Preferred stock, no par value: Authorized: 100,000,000 shares;
No shares issued or outstanding -- --
Series A common stock, no par value:
Authorized: 45,000,000 shares; issued and outstanding:
20,252,000 shares at March 31, 2004
And December 31, 2003 3,158,000 3,158,000
Common stock committed 25,000 25,000
Paid-in capital 6,510,000 6,510,000
Retained earnings 11,259,000 11,779,000
Accumulated other comprehensive income, net 100,000 56,000
----------- -----------
Total shareholders' equity 21,052,000 21,528,000
----------- -----------
Total liabilities, redeemable common stock, and
shareholders' equity $56,228,000 $57,115,000
=========== ===========
<FN>
See notes to financial statements.
</FN>
2
REGAN HOLDING CORP. AND SUBSIDIARIES
Consolidated Statement of Operations
(Unaudited)
For the Three Months Ended
March 31,
----------------------------
2004 2003
------------ ------------
Revenue
Marketing allowances and commission overrides $ 7,439,000 $ 11,666,000
Trailing commissions 1,278,000 1,256,000
Administrative fees 2,866,000 3,584,000
Other revenue 378,000 827,000
------------ ------------
Total revenue 11,961,000 17,333,000
------------ ------------
Expenses
Selling, general and administrative 11,265,000 12,287,000
Depreciation and amortization 1,055,000 1,080,000
Other 636,000 900,000
------------ ------------
Total expenses 12,956,000 14,267,000
------------ ------------
Operating income (loss) (995,000) 3,066,000
Other income (loss)
Investment income, net 117,000 90,000
Interest expense (3,000) (6,000)
------------ ------------
Total other income, net 114,000 84,000
------------ ------------
Income (loss) before income taxes (881,000) 3,150,000
Provision for (benefit from) income taxes (361,000) 1,275,000
------------ ------------
Net income (loss) $ (520,000) $ 1,875,000
============ ============
Basic earnings (loss) loss per share:
Earnings (loss) available to common shareholders $ (0.02) $ 0.08
Weighted average shares outstanding 24,034,000 24,744,000
Diluted earnings (loss) loss per share:
Earnings (loss) available to common shareholders $ (0.02) $ 0.07
Weighted average shares outstanding 24,034,000 27,612,000
See notes to financial statements.
3
REGAN HOLDING CORP. AND SUBSIDIARIES
Consolidated Statement of Shareholders' Equity
(Unaudited)
Accumulated
Series A Common Stock Common Other
------------------------- Stock Paid-in Retained Comprehensive
Shares Amount Committed Capital Earnings Income Total
---------- ----------- ------- ----------- ----------- -------- -----------
Balance December 31, 2003 20,252,000 $ 3,158,000 $25,000 $ 6,510,000 $11,779,000 $ 56,000 $21,528,000
Comprehensive loss, net of tax:
Net loss (520,000) (520,000)
Net unrealized gains on investments 44,000 44,000
-----------
Total comprehensive loss (476,000)
---------- ----------- ------- ----------- ----------- -------- -----------
Balance March 31, 2004 (unaudited) 20,252,000 $ 3,158,000 $25,000 $ 6,510,000 $11,259,000 $100,000 $21,052,000
========== =========== ======= =========== =========== ======== ===========
<FN>
See notes to financial statements.
</FN>
4
REGAN HOLDING CORP. AND SUBSIDIARIES
Consolidated Statement of Cash Flows
(Unaudited)
For the Three Months Ended
March 31,
---------------------------------
2004 2003
----------- -----------
Cash flows from operating activities:
Net income (loss) $ (520,000) $ 1,875,000
Adjustments to reconcile net income (loss) to cash
provided by (used in) operating activities:
Depreciation and amortization 1,055,000 1,080,000
Unrealized (gains) losses on trading securities, net (258,000) 234,000
Other 6,000 52,000
Changes in operating assets and liabilities:
Purchases of trading securities, net (280,000) (295,000)
Accounts receivable 1,343,000 (314,000)
Prepaid expenses and deposits 114,000 1,211,000
Income taxes receivable and payable (386,000) 1,109,000
Deferred tax assets 9,000 164,000
Accounts payable and accrued liabilities (3,274,000) (1,659,000)
Deferred compensation payable 632,000 59,000
Other operating assets and liabilities 488,000 53,000
----------- -----------
Net cash provided by (used in) operating activities (1,071,000) 3,569,000
----------- -----------
Cash flows from investing activities:
Purchases of available-for-sale securities (48,000) (529,000)
Proceeds from sales and maturities of available-for-sale securities -- 1,006,000
Purchases of fixed assets (4,157,000) (672,000)
----------- -----------
Net cash used in investing activities (4,205,000) (195,000)
----------- -----------
Cash flows from financing activities:
Proceeds from loan payable 2,150,000 --
Payments toward note payable (29,000) (28,000)
Repurchases of redeemable common stock (250,000) (349,000)
----------- -----------
Net cash provided by (used in) financing activities 1,871,000 (377,000)
----------- -----------
Net increase (decrease) in cash and cash equivalents (3,405,000) 2,997,000
Cash and cash equivalents, beginning of period 9,908,000 4,793,000
----------- -----------
Cash and cash equivalents, end of period $ 6,503,000 $ 7,790,000
=========== ===========
<FN>
See notes to financial statements.
</FN>
5
REGAN HOLDING CORP. AND SUBSIDIARIES
Notes to Consolidated Financial Statements (Unaudited)
1. Basis of Presentation
The accompanying Consolidated Financial Statements are prepared in
conformity with accounting principles generally accepted in the United
States of America and include the accounts of Regan Holding Corp. (the
"Company") and its wholly owned subsidiaries. All intercompany
transactions have been eliminated.
The statements are unaudited but reflect all adjustments, consisting only
of normal recurring adjustments, which are, in the opinion of management,
necessary for a fair statement of the Company's consolidated financial
position and results of operations. The results for the three months March
31, 2004 are not necessarily indicative of the results to be expected for
the entire year. These unaudited Consolidated Financial Statements should
be read in conjunction with the audited Consolidated Financial Statements
included in the Company's Annual Report on Form 10-K for the year ended
December 31, 2003 filed by the Company with the Securities and Exchange
Commission on March 30, 2004.
2. Stock Options
The Company has a stock-based employee compensation plan and accounts for
this plan under the recognition and measurement principles of Accounting
Principles Board Opinion No. 25, "Accounting for Stock Issued to
Employees," and related interpretations. No stock-based employee
compensation cost is reflected in net income (loss), as all options
granted under the plan had an exercise price equal to the fair market
value of the underlying common stock on the date of grant.
The following table illustrates the effect on net income (loss) and
earnings (loss) per share if the Company had applied the fair value
recognition provisions of Statement of Financial Accounting Standards
("SFAS") No. 123, "Accounting for Stock-Based Compensation," to
stock-based employee compensation:
For the Three Months Ended March 31,
------------------------------------
2004 2003
---------- -----------
Net income (loss), as reported: $ (520,000) $1,875,000
Deduct: Total stock-based employee compensation expense
determined under fair value method for all awards, net
of related tax effects (69,000) (110,000)
---------- ----------
Pro forma net income (loss) $ (589,000) $1,765,000
=========== ==========
Earnings (loss) per share:
Basic - as reported $ (0.02) $ 0.08
Basic - pro forma $ (0.02) $ 0.07
Diluted - as reported $ (0.02) $ 0.07
Diluted - pro forma $ (0.02) $ 0.06
3. Earnings (Loss) per Share
Net
Income/(Loss) Shares Amount
----------- ---------- --------
For the three months ended March 31, 2004
Basic and diluted loss available to
common shareholders $ (520,000) 24,034,000 $ (0.02)
=========== ========== ========
For the three months ended March 31, 2003
Income available to common shareholders $ 1,875,000 24,744,000 $ 0.08
Effect of dilutive securities--employee and
producer stock options -- 2,868,000
----------- ---------- --------
Diluted earnings per share $ 1,875,000 27,612,000 $ 0.07
=========== ========== ========
6
The diluted loss per share calculation for the three months ended March
31, 2004 excluded antidilutive stock options of 3.3 million.
4. Comprehensive Income (loss)
Total comprehensive income (loss) for the three months ended March 31,
2004 and 2003 was $(476,000) and $1,875,000.
5. Segment Information
Revenue Net Income (Loss)
-------------------------------- ----------------------------
For the Three Months Ended March 31,
-------------------------------------------------------------------
2004 2003 2004 2003
------------ ------------- ----------- ----------
Legacy Marketing Group $ 11,089,000 $ 16,821,000 $ (189,000) $ 2,414,000
Legacy Financial Services, Inc. 818,000 582,000 (159,000) (268,000)
Imagent Online, LLC 59,000 40,000 (141,000) (154,000)
Values Financial Network, Inc. 11,000 2,000 (94,000) (141,000)
Other 136,000 48,000 63,000 24,000
Intercompany Eliminations (152,000) (160,000) -- --
------------ ------------- ----------- ----------
Total $ 11,961,000 $ 17,333,000 $ (520,000) $1,875,000
============ ============= ============ ==========
Total Assets
--------------------------------
March 31, December 31,
2004 2003
------------ -------------
Legacy Marketing Group $ 54,476,000 $ 54,698,000
Legacy Financial Services, Inc. 1,856,000 2,034,000
Imagent Online, LLC 577,000 622,000
Values Financial Network, Inc. 1,990,000 2,019,000
Other 493,000 403,000
Intercompany Eliminations (3,164,000) (2,661,000)
------------ -------------
Total $ 56,228,000 $ 57,115,000
============ =============
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Forward-Looking Statements
Certain statements contained in this document, including Management's
Discussion and Analysis of Financial Condition and Results of Operations, that
are not historical facts, constitute "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements involve known and unknown risks, uncertainties and
other factors that may cause the actual results or performance of Regan Holding
Corp. and its businesses to be materially different from that expressed or
implied by such forward-looking statements. These risks, uncertainties and
factors include, among other things, the following: general economic and
business conditions; political and social conditions; government regulations,
especially regulations affecting the insurance industry; demographic changes;
the ability to adapt to changes resulting from acquisitions or new ventures; and
various other factors referred to in Management's Discussion and Analysis of
Financial Condition and Results of Operations.
7
Regan Holding Corp. assumes no obligation to update forward-looking
statements to reflect actual results or changes in or additions to the factors
affecting such forward-looking statements.
Regan Holding Corp. Consolidated
We had consolidated net losses of $520,000 during the first quarter of
2004 compared to consolidated net income of $1.9 million during the same period
in 2003. The unfavorable change of $2.4 million was primarily due to a net loss
at Legacy Marketing Group ("Legacy Marketing") during the first quarter of 2004
compared to net income during the same period in 2003, partially offset by
decreased losses by Legacy Financial.
Legacy Marketing
During the first quarter of 2004, Legacy Marketing had a net loss of
$189,000 compared to net income of $2.4 million during the first quarter of
2003. The decline in results was primarily due to decreased revenue, partially
offset by decreased expenses.
During the three months ended March 31, 2004, Legacy Marketing commissions
and marketing allowances decreased $4.4 million (35%) compared to the same
period of 2003. The decrease in Legacy Marketing's sales was due to decreased
sales of declared rate annuities partially offset by increased sales of equity
index annuities issued by Investors Insurance Corporation. This shift in product
mix was primarily due to the continuing low interest rate environment during the
first quarter of 2004. The decrease in sales of declared rate annuities during
the first quarter of 2004 was affected by American National Life Insurance
Company's ("American National") decision in the second quarter of 2003 to reduce
the crediting rates of several annuity products marketed by Legacy Marketing and
lower the commission rates that they pay to Legacy Marketing for sales of these
products. The affected products accounted for approximately 13% and 37% of our
total consolidated revenue for the three months ended March 31, 2004 and 2003.
Revenues from sales of American National decreased $4.2 million during the first
quarter of 2004 compared to the first quarter of 2003
The sales of declared rate annuities was also negatively affected by
Transamerica Life Insurance Company ("Transamerica") lowering the commission
rates of several annuity products marketed by Legacy Marketing during the third
quarter of 2003. The affected products accounted for approximately 26% and 18%
of our total consolidated revenue for the three months ended March 31, 2004 and
2003. Revenues from sales of Transamerica products decreased $1.1 million during
the first quarter of 2004 compared to the first quarter of 2003. Effective May
3, 2004, Legacy Marketing discontinued marketing Transamerica products. Revenue
from sales of Transamerica products accounted for 27% of our total consolidated
revenue during the first quarter of 2004. We expect revenues from the sales of
Transamerica products to decrease during the remainder of 2004. We intend to
continue providing administrative services in connection with Transamerica
products.
Administrative fees decreased $718,000 (20%) during the three months ended
March 31, 2004 compared to the same period in 2003 primarily due to decreased
issuing fees resulting from decreased annuity sales. Other revenue decreased
$573,000 (99%) during the three months ended March 31, 2004 compared to the same
period in 2003. This decrease was primarily due to a performance bonus earned on
sales of fixed annuity and life products under the terms of one of the Company's
insurance carrier partner contracts during the first quarter of 2003. The
contract was amended to terminate the bonus provision in the third quarter of
2003.
As of March 31, 2004, Legacy Marketing sold and administered products on
behalf of three unaffiliated insurance carriers: American National,
Transamerica, and Investors Insurance Corporation. As indicated below, the
agreements with these carriers generated a significant portion of our total
consolidated revenue:
Three months ended March 31,
----------------------------
2004 2003
-------- -------
American National 22% 40%
Transamerica 27% 25%
Investors Insurance Corporation 31% 17%
Legacy Marketing also performs administrative services for products issued
by John Hancock Variable Life Insurance Company ("John Hancock") and IL Annuity
and Insurance Company ("IL Annuity").
8
Our consolidated revenues are derived primarily from sales and
administration of the following annuity products:
Three months ended March 31,
----------------------------
2004 2003
-------------- -------------
BenchMark(SM) series (sold on behalf of American National) 21% 39%
SelectMark(R) series (sold on behalf of Transamerica) 27% 25%
MarkOne(SM) series (sold on behalf of Investors Insurance
Corporation) 31% 17%
As mentioned above, we believe that sales of the BenchMark(SM) series sold
on behalf of American National and sales of the SelectMark (R) series sold on
behalf of Transamerica may decrease during the remainder of 2004.
Legacy Marketing expenses decreased $1.3 million (10%) during the three
months ended March 31, 2004 compared to the same period in 2003, primarily due
to decreases in selling, general and administrative expenses and other expenses.
Selling, general and administrative expenses decreased $1.0 million (9%),
primarily due to decreases in compensation, sales promotion and support
expenses, and professional fees. Compensation decreased primarily due to
decreased overtime expense and decreased incentive based compensation based on
quarter to date results. Sales promotion and support expenses decreased
primarily due to no insurance producer related incentive trip expense in the
first quarter of 2004. The Company currently plans to implement a new incentive
trip program, this new program will not include first quarter 2004 sales
production. Decreased professional fees were primarily due to reduced use of
consultants. Other expenses decreased $323,000 (42%) due to decreased leased
equipment costs.
Legacy Financial
During the first quarter of 2004, Legacy Financial's net loss of $159,000
compared to net losses of $268,000 during the same period in 2003, due to
increased revenue partially offset by increased expenses.
Legacy Financial revenue increased $236,000 (41%) during the three months
ended March 31, 2004 compared to the same period in 2003, primarily due to
increased commissions resulting from improved equity market conditions in 2004
and increased reimbursable insurance premiums.
Legacy Financial expenses increased $56,000 (5%) during the three months
ended March 31, 2004 compared to the same period in 2003. The increase in
expenses is primarily due to an increase in other expenses. Other expenses
increased $59,000 (30%) primarily due to increased compliance expenses.
Imagent Online, LLC
Imagent Online, LLC ("Imagent") had net losses of $141,000 during the
first quarter of 2004 compared to net losses of $154,000 during the first
quarter of 2003. The reduced losses are primarily due to increased revenues.
Revenues increased $19,000 (32%) during the three months ended March 31, 2004
compared to the comparable prior year period primarily due to increased
subscription, fulfillment and licensing revenues. Expenses remained relatively
unchanged during the three months ended March 31, 2004 compared to same period
in 2003.
Values Financial Network, Inc.
Values Financial Network, Inc. ("VFN") had net losses of $94,000 during
the first quarter of 2004 compared to net losses of $141,000 during the first
quarter of 2003. Expenses decreased $68,000 (29%) during the first quarter of
2004 primarily due to decreased depreciation expense due to a write-down in the
value of of long-term assets in the third quarter of 2003.
9
Other Segment
During the first quarter of 2004, net income from Legacy Advisory Services
was $63,000, compared to combined net income of $24,000 during the same period
in 2003. This favorable change is primarily due to increased advisory fee
revenues.
Liquidity and Capital Resources
Net cash used by operating activities was $1.1 million for the three
months ended March 31, 2004 compared to net cash provided by operating
activities of $3.6 million for the same period in 2003. The decrease was
primarily due to decreased operating results, decreased income taxes payable due
to a pre-tax loss in the first quarter of 2004, decreased accounts payable and
accrued liabilities primarily due to the payment of accrued bonuses, and
unrealized gains on trading securities in 2004 compared to unrealized losses in
2003, offset in part by decreased accounts receivable primarily due to receipt
of payments from our carriers during the first quarter of 2004.
Net cash used in investing activities was $4.2 million for the three
months ended March 31, 2004 compared to net cash used by investing activities of
$195,000 for the three months ended March 31, 2003. The increase was primarily
due to construction costs related to our new servicing facility building in
Rome, Georgia.
Net cash provided by financing activities was $1.9 million for the three
months ended March 31, 2004 compared to net cash used by financing activities of
$377,000 for the three months ended March 31, 2003. The change was primarily due
to net proceeds from our construction loan to finance the new building in Rome,
Georgia.
Subsequent to March 31, 2004 the Company refinanced its construction loan,
replacing it with a $2.9 million mortgage loan. The Company will pay a fixed
interest rate of 6.8% with a 20-year amortization schedule. The loan matures in
April 2014.
We used $1.1 million of cash in our operations during the three months
ended March 31, 2004 and incurred consolidated net losses of $520,000. Our cash
use was primarily associated with expenses incurred in 2003 that were paid
during the first quarter of 2004. If our consolidated net losses continue, or if
requests to repurchase redeemable common stock increase significantly, a cash
shortfall could ultimately occur. We believe that existing cash and investment
balances, together with anticipated cash flow from operations, will provide
sufficient funding for the foreseeable future. However, in the event that a cash
shortfall occurred, we believe that adequate financing could be obtained to meet
our cash flow needs. There can be no assurances that such financing would be
available on favorable terms.
10
Item 3. Quantitative and Qualitative Disclosures About Market Risk
There have been no material changes in the Company's market risk, interest
rate risk, credit risk, or equity price risk since December 31, 2003. Please see
the Company's Annual Report on Form 10-K for the year ended December 31, 2003
for more information concerning Quantitative and Qualitative Disclosures About
Market Risk.
Item 4. Controls and Procedures
The Company maintains disclosure controls and procedures (as defined in
Rule 13a-15(e) of the Securities Exchange Act of 1934, as amended) designed to
ensure that information required to be disclosed in reports filed under the
Securities Exchange Act of 1934, as amended, is recorded, processed, summarized
and reported within the specified time periods. In designing and evaluating the
disclosure controls and procedures, management recognizes that any controls and
procedures, no matter how well designed and executed, can provide only
reasonable assurance of achieving the desired control objectives. As of the end
of the period covered by this report, the Company's Chief Executive Officer and
Chief Financial Officer evaluated, with the participation of the Company's
management, the effectiveness of the Company's disclosure controls and
procedures. Based on that evaluation, the Company's Chief Executive Officer and
Chief Financial Officer have concluded that the Company's disclosure controls
and procedures were effective as of the end of the period covered by this
report. The Company's management, including the Chief Executive Officer and the
Chief Financial Officer, also evaluated the Company's internal control over
financial reporting to determine whether any changes occurred during the quarter
covered by this report that have materially affected, or are reasonably likely
to materially affect, the Company's internal control over financial reporting.
Based on that evaluation and except as otherwise disclosed in Item 9a of the
Company's Form 10-K filed on March 30, 2004, there have been no such changes
during the period covered by this report.
11
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
The Company is not currently involved in any material legal proceedings.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit 31.1 Certification of Chief Executive Officer required by Rule
13a-14(a)/15d-14(a) under the Exchange Act.
Exhibit 31.2 Certification of Chief Financial Officer required by Rule
13a-14(a)/15d-14(a) under the Exchange Act.
Exhibit 32.1 Certification of Chief Executive Officer pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
Exhibit 32.2 Certification of Chief Financial Officer pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
(b) Reports on Form 8-K Filed During the Quarter Ended March 31, 2004
Regan Holding Corp. filed a Form 8-K on January 30, 2004, in order to file
certain marketing and administrative services agreements and the Purchase Option
Agreement with SCOR Life U.S. Re Insurance Company with the U.S. Securities and
Exchange Commission.
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.
REGAN HOLDING CORP.
Date: May 14, 2004 Signature: /s/ R. PRESTON PITTS
-----------------------------------
R. Preston Pitts
President, Chief Operating Officer
and Chief Financial Officer
12
INDEX TO EXHIBITS
Number Description
- ------ -----------
Exhibit 31.1 Certification of Chief Executive Officer required by Rule
13a-14(a)/15d-14(a) under the Exchange Act.
Exhibit 31.2 Certification of Chief Financial Officer required by Rule
13a-14(a)/15d-14(a) under the Exchange Act.
Exhibit 32.1 Certification of Chief Executive Officer pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
Exhibit 32.2 Certification of Chief Financial Officer pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
13