-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, A9kbWiGumW3p/pvG+S4H56+78bLbVHpUQt0/DnmNLTYKkwHhLr8DDT6evg/yAKD9 6tckrC4MI9unxXaF1h6lbw== 0000949377-05-000169.txt : 20050311 0000949377-05-000169.hdr.sgml : 20050311 20050311092516 ACCESSION NUMBER: 0000949377-05-000169 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050311 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050311 DATE AS OF CHANGE: 20050311 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PHOENIX COMPANIES INC/DE CENTRAL INDEX KEY: 0001129633 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 060493340 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16517 FILM NUMBER: 05673973 BUSINESS ADDRESS: STREET 1: ONE AMERICAN ROW STREET 2: PO BOX 5056 CITY: HARTFORD STATE: CT ZIP: 061025056 BUSINESS PHONE: 8604035000 MAIL ADDRESS: STREET 1: ONE AMERICAN ROW STREET 2: PO BOX 5056 CITY: HARTFORD STATE: CT ZIP: 061025056 8-K 1 pnx_70136-8k.htm 8-K CURRENT REPORT
                             Securities and Exchange Commission
                                   Washington, D.C. 20549
                           ---------------------------------------


                                          FORM 8-K

                                       CURRENT REPORT
                           PURSUANT TO SECTION 13 OR 15(d) OF THE
                               SECURITIES EXCHANGE ACT OF 1934


              Date of Report (Date of earliest event reported): March 11, 2005


                                 The Phoenix Companies, Inc.
               -------------------------------------------------------------
                   (Exact Name of Registrant as Specified in Its Charter)


     Delaware                               1-16517                          06-1599088
- -------------------                   --------------------               -------------------
(State or Other Jurisdiction        (Commission File Number)                   (IRS Employer
  of Incorporation)                                                      Identification No.)


             One American Row, Hartford, CT                                     06102 -5056
- --------------------------------------------------------------                 -------------
        (Address of Principal Executive Offices)                                  (Zip Code)


Registrant's telephone number, including area code:                        (860) 403-5000
                                                                         -------------------

                                       NOT APPLICABLE
             ------------------------------------------------------------------
                (Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions:

[ ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
     (17 CFR 240.14d-2(b))

[ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
     (17 CFR 240.13e-4(c))





Item 2.02.     Results of Operations and Financial Condition

On March 11, 2005, The Phoenix Companies, Inc. issued a news release announcing a revision
to its fourth quarter and full-year 2004 net income and the filing of its 2004 Form 10-K.
This news release is furnished as Exhibit 99.1.


Item 9.01      Financial Statements and Exhibits

(a)     Not applicable
(b)     Not applicable
(c)     Exhibits

        The following exhibit is furnished herewith:

        99.1 News release of The Phoenix Companies, Inc. dated March 11, 2005, regarding the
        matters described in Item 2.02.



                                         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 hereunto duly
authorized.

                                                    THE PHOENIX COMPANIES, INC.


Date:  March 11, 2005                               By:    /s/ Scott R. Lindquist
                                                           --------------------------------
                                                           Name:  Scott R. Lindquist
                                                           Title: Senior Vice President and
                                                                   Chief Accounting Officer

EX-99.1 2 pnx_70136ex99-1.htm NEWS RELEASE

[LOGO]PHOENIX                                                                                      Exhibit 99.1

The Phoenix Companies, Inc.
One American Row
PO Box 5056
Hartford CT 06102-5056                                              N  E  W  S     R  E  L  E  A  S  E
PhoenixWealthManagement.com

For Immediate Release

Contact:  Media Relations:     Alice S. Ericson  860-403-5946
          Investor Relations:  Peter A. Hofmann  860-403-7100

                     THE PHOENIX COMPANIES, INC. REVISES FOURTH QUARTER AND FULL-YEAR 2004
                            NET INCOME UPWARD BY $5.4 MILLION; FILES FORM 10-K TODAY

Hartford, Conn., March 11, 2005 - The Phoenix Companies, Inc. (NYSE: PNX) today reported a $5.4 million
increase in fourth quarter 2004 net income to $48.3 million and full-year 2004 net income to $86.4 million,
compared with the amounts previously reported on February 8, 2005. These results were included in Phoenix's
Annual Report on Form 10-K for the year ended December 31, 2004, filed with the Securities Exchange Commission.
Total segment income for the fourth quarter and full year 2004 remain unchanged.
    This revision to net income is the result of net foreign currency gains principally related to the
company's equity investment in Aberdeen Asset Management PLC and reflects evolving accounting guidance.
    Fourth quarter and full-year 2004 net income reflect revised after-tax net gains of $40.4 million and $41.2
million, respectively, related to Phoenix's 16.5 percent equity stake in Aberdeen.
    As previously announced, the company closed the sale of its entire equity stake in Aberdeen on January
14, 2005 for net proceeds of $70.4 million and expects to recognize an after-tax loss related to this sale of
approximately $7.0 million in its first quarter 2005 results.
    A summary of select "as reported" and "as revised" amounts follows:
Earnings Summary
                                                      Fourth Quarter 2004                Full Year 2004
                                                 -----------------------------    -----------------------------
                                                      As              As               As              As
                                                   Reported         Revised         Reported         Revised
                                                 -------------    ------------    -------------    ------------
Net Income ($ in Millions)                           $42.9            $48.3           $81.0            $86.4
Net Income Per Share
    Basic                                              $.45             $.51            $.86             $.91
    Diluted                                            $.43             $.48            $.80             $.86

    The Phoenix Companies, Inc. is a leading manufacturer of life insurance, annuity and asset management
products for the accumulation, preservation and transfer of wealth. Through a variety of advisors and financial
services firms, the company provides products and services to affluent and high-net-worth individuals and to
institutions. Phoenix has corporate offices in Hartford, Connecticut. For more information on Phoenix, visit
www.PhoenixWealthManagement.com.

                                                      ###

-----END PRIVACY-ENHANCED MESSAGE-----