NEWS
For Release Immediate
Contacts (News Media) Tony Zehnder, Corporate Communications 312.396.7086
(Investors) Scott Galovic, Investor Relations 317.817.3228
Conseco plans delayed 10-K filing; announces preliminary results
Carmel, Ind. March 2, 2009 - Conseco, Inc. (NYSE: CNO) announced today that it
plans to delay the filing of its Annual Report on Form 10-K until on or before
March 17, 2009. Conseco said it needs additional time to finalize the analysis
and disclosure related to its investment portfolio in light of unprecedented
market conditions. The Company has been informed by its independent registered
public accounting firm that without additional information and analysis to
satisfy the auditors' concerns regarding the Company's liquidity and debt
covenant margins (primarily those that could be impacted by a significant amount
of additional realized losses in the Company's investment portfolio), their
audit opinion will include an explanatory paragraph regarding the Company's
ability to continue as a going concern.
If, after considering the additional information to be provided by the Company,
it is concluded that there is substantial doubt as to the Company's ability to
continue as a going concern, the auditors' report on the consolidated financial
statements for the year ended December 31, 2008 will include an explanatory
paragraph to that effect. The inclusion of such a paragraph, unless waived by
the lenders, would be a default under Conseco's senior credit facility.
Conseco also indicated that it expects its final, audited financial statements
to show compliance, as of December 31, 2008, with all other covenants in its
credit agreement including those relating to insurance subsidiary capital, the
combined risk-based capital ratio of its insurance subsidiaries, the Company's
debt to capital ratio and the Company's interest coverage ratio.
All financial results described in this press release should be considered
preliminary and are subject to change to reflect any necessary adjustments that
are identified before the Company completes its financial statements and files
its Annual Report on Form 10-K for the year ended December 31, 2008.
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Conseco (2)
March 2, 2009
Preliminary Fourth Quarter and Year-End Results
Conseco CEO Jim Prieur said, "Our core insurance businesses continued to produce
significant operating earnings and substantial cash flow in the fourth quarter,
and new business growth, up 16% over the prior year's fourth quarter, continues
to be impressive."
Preliminary Fourth Quarter 2008 results:
o Total New Annualized Premium ("NAP") (1): $101.6 million, up 16% from
4Q07 ($100.7 million, excluding Private-Fee-For-Service ("PFFS"), up
12 percent from 4Q07)
o Income before net realized investment losses, discontinued operations
resulting from the transfer of Senior Health Insurance Company of
Pennsylvania ("Senior Health," formerly known as Conseco Senior Health
Insurance Company prior to its name change in October 2008) (the
"Transfer") to an independent trust, corporate interest and taxes
("EBIT") (2): $78.1 million, compared to $64.8 million in 4Q07
o Net operating income before valuation allowance for deferred tax
assets (3): $48.7 million, compared to $27.2 million in 4Q07
o Net operating income before valuation allowance for deferred tax
assets per diluted share: 26 cents, compared to 15 cents in 4Q07
o Net loss applicable to common stock: $406.8 million, compared to $71.5
million in 4Q07 (including $455.5 million of net realized investment
losses, valuation allowance for deferred tax assets and losses related
to discontinued operations in 4Q08 vs. $98.7 million of such losses in
4Q07)
o Net loss per diluted share: $2.20 compared to 38 cents in 4Q07
(including $2.46 of net realized investment losses, valuation
allowance for deferred tax assets and losses related to discontinued
operations in 4Q08 vs. 53 cents of such losses in 4Q07)
Preliminary Full Year 2008 results:
o NAP (1): $432.6 million, up 4% from 2007 ($369.8 million, excluding
PFFS, up 6 percent from 2007)
o EBIT (2): $291.3 million, compared to $184.6 million in 2007
(including $64.4 million related to a litigation settlement and $76.5
million related to an annuity coinsurance transaction in 2007)
o Net operating income before valuation allowance for deferred tax
assets (3): $156.4 million, compared to $73.5 million in 2007
o Net operating income before valuation allowance for deferred tax
assets per diluted share: 85 cents compared to 34 cents in 2007
o Net loss applicable to common stock: $1,081.7 million, compared to
$194.0 million in 2007 (including $1,238.1 million of net realized
investment losses, valuation allowance for deferred tax assets and
losses related to discontinued operations 2008 vs. $253.4 million of
such losses in 2007)
o Net loss per diluted share: $5.86, compared to $1.12 in 2007
(including $6.71 of net realized investment losses, valuation
allowance for deferred tax assets and losses related to discontinued
operations in 2008 vs. $1.46 of such losses in 2007)
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Conseco (3)
March 2, 2009
Preliminary Financial Strength at December 31, 2008:
o Book value per common share, excluding accumulated other comprehensive
income (loss) (4), was $18.59, compared to $24.42 at December 31, 2007
o Book value per diluted share, excluding accumulated other
comprehensive income (loss) (4), was $18.59, compared to $24.41 at
December 31, 2007
o Debt-to-total capital ratio, excluding accumulated other comprehensive
income (loss) (4), was 27.9%, compared to 20.9% at December 31, 2007
Preliminary Operating Results
Results by segment for the quarter were as follows ($ in millions, except per
share data):
Three Months Ended
December 31,
------------------------
2008 2007
---- ----
EBIT (2):
Bankers Life.................................................................... $ 40.0 $ 58.3
Colonial Penn................................................................... 6.7 (.2)
Conseco Insurance Group......................................................... 31.5 9.6
Corporate Operations, excluding corporate interest expense...................... (.1) (2.9)
------- ------
EBIT......................................................................... 78.1 64.8
Corporate interest expense........................................................ (15.2) (19.1)
Gain on extinguishment of debt.................................................... 21.2 -
------- ------
Income before net realized investment losses, taxes and
discontinued operations.................................................. 84.1 45.7
Tax expense on period income...................................................... 35.4 18.5
------- ------
Income before net realized investment losses, valuation allowance for deferred
tax assets and discontinued operations......................................... 48.7 27.2
Net realized investment losses (excluding the increase in unrealized losses
on those investments transferred to an independent trust and net of
related amortization and taxes and the establishment of a valuation allowance
for deferred tax assets related to such losses)................................. (88.0) (5) (23.8)
------- ------
Net income (loss) applicable to common stock before valuation allowance for
deferred tax assets and discontinued operations............................ (39.3) 3.4
Valuation allowance for deferred tax assets (excluding the establishment of
a valuation allowance for realized investment losses and discontinued
operations).................................................................. - (68.0)
Discontinued operations....................................................... (367.5) (6.9)
------- ------
Net loss applicable to common stock........................................... $(406.8) $(71.5)
======= ======
Per diluted share:
Net income before net realized investment losses, valuation allowance
for deferred tax assets and discontinued operations.......................... $ .26 $ .15
Net realized investment losses, net of related amortization and taxes......... (.47) (.13)
Valuation allowance for deferred tax assets................................... - (.37)
Discontinued operations....................................................... (1.99) (.03)
------- ------
Net loss applicable to common stock........................................... $ (2.20) $ (.38)
======= ======
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Conseco (4)
March 2, 2009
In our Bankers Life segment, pre-tax operating earnings were $40.0 million in
the fourth quarter of 2008, compared to $58.3 million in the fourth quarter of
2007. Results for the fourth quarter of 2008 were primarily affected by lower
than expected margins from the PDP and PFFS business assumed through our
quota-share agreements with Coventry, and to a lesser extent, the Medicare
supplement block.
In our Colonial Penn segment, the pre-tax operating earnings were $6.7 million
in the fourth quarter of 2008, compared to a pre-tax loss of $(.2) million in
the fourth quarter of 2007. Results in this segment were negatively impacted by
$8.4 million of expenses in the fourth quarter of 2007 related to the
introduction of Medicare Advantage products.
In our Conseco Insurance Group segment, pre-tax operating earnings were $31.5
million in the fourth quarter of 2008, compared to $9.6 million in the fourth
quarter of 2007. Significant factors affecting the segment's earnings in these
periods included:
o Improved earnings from our specified disease block resulting from a
$12 million correction discovered through material control weakness
remediation procedures and $5 million from improved margins.
o During the fourth quarter of 2007, we recognized additional
amortization expense of $14.8 million to reflect changes in our
estimates of future mortality rates on our universal life business,
net of planned increases to associated policyholder charges.
The Corporate Operations segment includes our investment advisory subsidiary and
corporate expenses.
Net realized investment losses in the fourth quarter of 2008 of $88.0 million
(net of related amortization and taxes and the establishment of a valuation
allowance for deferred tax assets related to such losses) include $44.8 million
of other-than-temporary impairment losses. Such net realized investment losses
include a deferred tax valuation allowance of $30.9 million, as it is more
likely than not that tax benefits related to investment losses recognized in the
fourth quarter of 2008 will not be utilized to offset future taxable income.
Based on our evaluation of the recovery of deferred tax assets, we determined
the need to increase the valuation allowance by $350.0 million in the fourth
quarter of 2008, of which $319.1 million related to discontinued operations and
$30.9 million related to tax benefits associated with investment losses that
will not be utilized to offset future taxable income. We increased the deferred
tax valuation allowance by $68 million in the fourth quarter of 2007.
In the fourth quarter of 2008, as previously announced, the Company completed
the transfer of Senior Health to an independent trust. As a result of the
transfer, the operating results of the long-term care business that was
transferred as well as other transaction charges are classified as discontinued
operations.
In 2008, significant improvements were made to the actuarial reporting internal
control environment that remediated the material control weakness related to the
Bankers Life segment and our former Other Business in Run-off segment. Although
controls within the Conseco Insurance Group segment were also enhanced,
additional system and actuarial process improvements are necessary before the
material control weakness can be remediated.
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Conseco (5)
March 2, 2009
Sales results
In addition to the sales of proprietary products, Bankers Life, through a
partnership with Coventry, distributes Medicare PDP and PFFS plan through
Bankers career agents.
At Bankers Life (career distribution), total NAP in 4Q08 was $72.8 million, up
25% over 4Q07 (total NAP, excluding PFFS, was $71.9 million, up 18 percent from
4Q07). For the year, Bankers' total NAP was up 4% from 2007 total of $294.4
million.
At Colonial Penn (direct distribution), total NAP was $10.9 million, up 16% over
4Q07 as we continue to benefit from our investment in marketing. For the year,
total NAP rose 28% over 2007 total of $42.3 million.
At Conseco Insurance Group (independent distribution), total NAP was $17.9
million, down 9% from 4Q07. For the year, total NAP fell 9% from 2007 total of
$78.8 million.
Conference Call
The company will host a conference call to discuss results at 10:00 a.m. Eastern
Standard Time on March 2, 2009. The webcast can be accessed through the
Investors section of the company's website as follows:
http://investor.conseco.com. Listeners should go to the website at least 15
minutes before the event to register and download any necessary audio software.
During the call, we will be referring to a presentation that will be available
Monday morning through the investors section of the company's website.
About Conseco
Conseco, Inc.'s insurance companies help protect working American families and
seniors from financial adversity: Medicare supplement, long-term care, cancer,
heart/stroke and accident policies protect people against major unplanned
expenses; annuities and life insurance products help people plan for their
financial futures. For more information, visit Conseco's web site at
www.conseco.com.
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(1) Measured by new annualized premium, which includes 6% of annuity and 10% of
single premium whole life deposits and 100% of all other premiums, PDP
sales equal $200 per enrolled policy ($310 in 2007), PFFS sales equal
$2,250 per enrolled policy ($2,100 in 2007).
(2) Management believes that an analysis of earnings or loss before net
realized investment gains (losses), losses related to the transfer of
Senior Health to an independent trust, corporate interest and taxes
("EBIT," a non-GAAP financial measure) provides a clearer comparison of the
operating results of the company quarter-over-quarter because it excludes:
(i) corporate interest expense; and (ii) net realized investment gains
(losses) that are unrelated to the company's underlying fundamentals. A
reconciliation of EBIT to Net Income applicable to common stock is provided
in the tables on page 3 and 7.
(3) Management believes that an analysis of Net income (loss) applicable to
common stock before net realized investment gains or losses, losses related
to the transfer of Senior Health to an independent trust, net of related
amortization and income taxes, ("Net Operating Income," a non-GAAP
financial measure) is important to evaluate the financial performance of
the company, and is a key measure commonly used in the life insurance
industry. Management uses this measure to evaluate performance because
realized investment gains or losses can be affected by events that are
unrelated to the company's underlying fundamentals. A reconciliation of Net
Operating Income to Net Income applicable to common stock is provided in
the tables on page 3 and 7. Additional information concerning this non-GAAP
measure is included in our periodic filings with the Securities and
Exchange Commission that are available in the "Investor - SEC Filings"
section of Conseco's website, www.conseco.com.
(4) The calculation of this non-GAAP measure differs from the corresponding
GAAP measure because accumulated other comprehensive income (loss) has been
excluded from the value of capital used to determine this measure.
Management believes this non-GAAP measure is useful because it removes the
volatility that arises from changes in the unrealized appreciation
(depreciation) of our investments. The corresponding GAAP measures for
debt-to-total capital and book value per common share were 44.4% and $9.01,
respectively, at December 31, 2008, and 22.0% and $22.94, respectively, at
December 31, 2007.
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Conseco (6)
March 2, 2009
(5) Such amount includes a deferred tax valuation allowance of $30.9 million as
it is more likely than not that tax benefits related to investment losses
recognized in the fourth quarter of 2008 will not be utilized to offset
future taxable income.
Cautionary Statement Regarding Forward-Looking Statements. Our statements, trend
analyses and other information contained in these materials relative to markets
for Conseco's products and trends in Conseco's operations or financial results,
as well as other statements, contain forward-looking statements within the
meaning of the federal securities laws and the Private Securities Litigation
Reform Act of 1995. Forward-looking statements typically are identified by the
use of terms such as "anticipate," "believe," "plan," "estimate," "expect,"
"project," "intend," "may," "will," "would," "contemplate," "possible,"
"attempt," "seek," "should," "could," "goal," "target," "on track," "comfortable
with," "optimistic" and similar words, although some forward-looking statements
are expressed differently. You should consider statements that contain these
words carefully because they describe our expectations, plans, strategies and
goals and our beliefs concerning future business conditions, our results of
operations, financial position, and our business outlook or they state other
"forward-looking" information based on currently available information.
Assumptions and other important factors that could cause our actual results to
differ materially from those anticipated in our forward-looking statements
include, among other things: (i) general economic, market and political
conditions, including the performance and fluctuations of the financial markets
which may affect our ability to raise capital or refinance our existing
indebtedness and the cost of doing so; (ii) our ability to generate sufficient
liquidity to meet our debt service obligations and other cash needs; (iii) our
ability to obtain adequate and timely rate increases on our supplemental health
products including our long-term care business; (iv) the receipt of required
regulatory approvals for dividend and surplus debenture interest payments from
our insurance subsidiaries; (v) mortality, morbidity, the increased cost and
usage of health care services, persistency, the adequacy of our previous reserve
estimates and other factors which may affect the profitability of our insurance
products; (vi) changes in our assumptions related to the cost of policies
produced or the value of policies inforce at the Effective Date; (vii) the
recoverability of our deferred tax asset and the effect of potential tax rate
changes on its value; (viii) changes in accounting principles and the
interpretation thereof; (ix) our ability to achieve anticipated expense
reductions and levels of operational efficiencies including improvements in
claims adjudication and continued automation and rationalization of operating
systems; (x) performance and valuation of our investments, including the impact
of realized losses (including other-than-temporary impairment charges); (xi) our
ability to identify products and markets in which we can compete effectively
against competitors with greater market share, higher ratings, greater financial
resources and stronger brand recognition; (xii) the ultimate outcome of lawsuits
filed against us and other legal and regulatory proceedings to which we are
subject; (xiii) our ability to remediate the material weakness in internal
controls over the actuarial reporting process that we identified at year-end
2006 and to maintain effective controls over financial reporting; (xiv) our
ability to continue to recruit and retain productive agents and distribution
partners and customer response to new products, distribution channels and
marketing initiatives; (xv) our ability to achieve eventual upgrades of the
financial strength ratings of Conseco and our insurance company subsidiaries as
well as the potential impact of rating downgrades on our business; (xvi) the
risk factors or uncertainties listed from time to time in our filings with the
Securities and Exchange Commission; (xvii) our ability to continue to satisfy
the financial ratio and balance requirements and other covenants of our debt
agreements; (xviii) regulatory changes or actions, including those relating to
regulation of the financial affairs of our insurance companies, such as the
payment of dividends to us, regulation of financial services affecting (among
other things) bank sales and underwriting of insurance products, regulation of
the sale, underwriting and pricing of products, and health care regulation
affecting health insurance products; and (xix) changes in the Federal income tax
laws and regulations which may affect or eliminate the relative tax advantages
of some of our products. Other factors and assumptions not identified above are
also relevant to the forward-looking statements, and if they prove incorrect,
could also cause actual results to differ materially from those projected. All
written or oral forward-looking statements attributable to us are expressly
qualified in their entirety by the foregoing cautionary statement. Our
forward-looking statements speak only as of the date made. We assume no
obligation to update or to publicly announce the results of any revisions to any
of the forward-looking statements to reflect actual results, future events or
developments, changes in assumptions or changes in other factors affecting the
forward-looking statements.
- Tables Follow -
Conseco (7)
March 2, 2009
CONSECO, INC. AND SUBSIDIARIES
PRELIMINARY OPERATING RESULTS
Results by segment for the year ended were as follows ($ in millions):
Year Ended
December 31,
---------------------
2008 2007
---- ----
EBIT (2), excluding costs related to a litigation settlement and loss related to
a coinsurance transaction:
Bankers Life............................................................................. $ 171.5 $ 241.8
Colonial Penn............................................................................ 25.2 18.1
Conseco Insurance Group.................................................................. 121.3 82.4
Corporate Operations, excluding corporate interest expense............................... (26.7) (16.8)
--------- -------
EBIT, excluding costs related to a litigation settlement and a loss related to
an annuity coinsurance transaction................................................... 291.3 325.5
Costs related to a litigation settlement................................................... - (64.4)
Loss related to an annuity coinsurance transaction......................................... - (76.5)
--------- -------
Total EBIT............................................................................. 291.3 184.6
Corporate interest expense................................................................ (59.2) (72.3)
Gain on extinguishment of debt............................................................ 21.2 -
--------- -------
Income before net realized investment losses, taxes and discontinued operations...... 253.3 112.3
Tax expense on period income............................................................... 96.9 38.8
--------- -------
Income before net realized investment losses, valuation allowance for deferred tax assets
and discontinued operations............................................................. 156.4 73.5
Preferred stock dividends:
5.50% Class B mandatorily convertible preferred stock................................... - (14.1)
--------- -------
Net income before net realized investment losses, valuation allowance for deferred tax
assets and discontinued operations.................................................. 156.4 59.4
Net realized investment losses (excluding the increase in unrealized losses on
those investments transferred to an independent trust and net of related
amortization and taxes and the establishment of a valuation allowance for
deferred tax assets related to such losses)............................................. (217.4) (1) (79.5)
--------- -------
Net loss applicable to common stock before valuation allowance for deferred
tax assets and discontinued operations.................................................. (61.0) (20.1)
Valuation allowance for deferred tax assets (excluding the establishment of a
valuation allowance for realized investment losses and discontinued operations)......... (298.0) (68.0)
Discontinued operations.................................................................... (722.7) (105.9)
--------- -------
Net loss applicable to common stock................................................... $(1,081.7) $(194.0)
========= =======
Per diluted share:
Net income before net realized investment losses, valuation allowance for deferred
tax assets and discontinued operations................................................ $ .85 $ .34
Net realized investment losses, net of related amortization and taxes................... (1.18) (.46)
Valuation allowance for deferred tax assets............................................. (1.61) (.39)
Discontinued operations................................................................. (3.92) (.61)
------ ------
Net loss applicable to common stock................................................... $(5.86) $(1.12)
====== ======
<FN>
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(1) Such amount includes a deferred tax valuation allowance of $60.9 million as
it is more likely than not that tax benefits related to investment losses
recognized in the third and fourth quarters of 2008 will not be utilized to
offset future taxable income.
</FN>
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Conseco (8)
March 2, 2009
CONSECO, INC. AND SUBSIDIARIES
COLLECTED PREMIUMS
(Dollars in millions)
Three months ended
December 31,
---------------------
2008 2007
---- ----
Bankers Life segment:
Annuity............................................................................... $411.2 $221.9
Supplemental health................................................................... 502.0 420.4
Life.................................................................................. 55.7 50.7
------ ------
Total collected premiums.............................................................. $968.9 $693.0
====== ======
Conseco Insurance Group segment:
Annuity............................................................................... $ 23.7 $ 58.0
Supplemental health................................................................... 158.6 156.5
Life.................................................................................. 63.2 68.8
------ ------
Total collected premiums.............................................................. $245.5 $283.3
====== ======
Colonial Penn segment:
Life.................................................................................. $ 43.8 $ 31.7
Supplemental health................................................................... 2.1 2.5
------ ------
Total collected premiums.............................................................. $ 45.9 $ 34.2
====== ======
BENEFIT RATIOS ON MAJOR SUPPLEMENTAL HEALTH LINES OF BUSINESS
Three Months Ended
December 31,
----------------------
2008 2007
---- ----
Bankers Life segment:
Medicare Supplement:
Earned premium........................................................................ $160 million $159 million
Benefit ratio(a)...................................................................... 74.7% 67.6%
PDP and PFFS:
Earned premium........................................................................ $154 million $90 million
Benefit ratio(a)...................................................................... 100.8% 83.6%
Long-Term Care:
Earned premium........................................................................ $156 million $156 million
Benefit ratio(a)...................................................................... 102.2% 103.3%
Interest-adjusted benefit ratio (a non-GAAP measure)(b)............................... 67.4% 71.2%
Conseco Insurance Group (CIG) segment:
Medicare Supplement:
Earned premium........................................................................ $49 million $55 million
Benefit ratio(a)...................................................................... 62.8% 66.0%
Specified Disease:
Earned premium........................................................................ $94 million $89 million
Benefit ratio(a)...................................................................... 63.8% 80.6%
Interest-adjusted benefit ratio (a non-GAAP measure)(b)............................... 30.1% 46.5%
Long-Term Care:
Earned premium........................................................................ $9 million $10 million
Benefit ratio(a)...................................................................... 216.9% 150.5%
Interest-adjusted benefit ratio (a non-GAAP measure)(b)............................... 137.4% 89.3%
<FN>
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(a) The benefit ratio is calculated by dividing the related product's insurance
policy benefits by insurance policy income.
(b) The interest-adjusted benefit ratio (a non-GAAP measure) is calculated by
dividing the product's insurance policy benefits less interest income on
the accumulated assets backing the insurance liabilities by insurance
policy income. Interest income is an important factor in measuring the
performance of longer duration health products. The net cash flows
generally cause an accumulation of amounts in the early years of a policy
(accounted for as reserve increases), which will be paid out as benefits in
later policy years (accounted for as reserve decreases). Accordingly, as
the policies age, the benefit ratio will typically increase, but the
increase in the change in reserve will be partially offset by interest
income earned on the accumulated assets. The interest-adjusted benefit
ratio reflects the interest income offset. Since interest income is an
important factor in measuring the performance of these products, management
believes a benefit ratio, which includes the effect of interest income, is
useful in analyzing product performance. Additional information concerning
this non-GAAP measure is included in our periodic filings with the
Securities and Exchange Commission that are available in the "Investor -
SEC Filings" section of Conseco's website, www.conseco.com.
</FN>
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