EX-99.1 2 y12062k8exv99w1.htm EX-99.1: PRELIMINARY UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS EXHIBIT 99.1
EXHIBIT 99.1
ASSURANT, INC.
PRELIMINARY UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
AS OF AND FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2005 AND
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
TABLE OF CONTENTS
                 
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Financial Statements
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Table of Contents

Assurant, Inc. and Subsidiaries
Consolidated Balance Sheets
At June 30, 2005 (unaudited) and December 31, 2004

 
                 
    June 30,     December 31,  
    2005     2004  
    (in thousands except number of shares)  
Assets
               
Investments:
               
Fixed maturities available for sale, at fair value (amortized cost — $8,863,773 in 2005 and $8,625,394 in 2004)
  $ 9,426,470     $ 9,122,902  
Equity securities available for sale, at fair value (cost — $562,170 in 2005 and $506,879 in 2004)
    569,950       520,882  
Commercial mortgage loans on real estate at amortized cost
    1,105,074       1,053,872  
Policy loans
    63,994       64,886  
Short-term investments
    255,321       300,093  
Collateral held under securities lending
    581,942       535,331  
Other investments
    556,125       550,080  
 
           
Total investments
    12,558,876       12,148,046  
Cash and cash equivalents
    500,770       807,082  
Premiums and accounts receivable, net
    427,993       416,517  
Reinsurance recoverables
    4,054,486       4,196,810  
Accrued investment income
    128,117       127,583  
Deferred acquisition costs
    1,786,241       1,647,654  
Property and equipment, at cost less accumulated depreciation
    273,642       277,088  
Goodwill
    820,501       823,054  
Value of business acquired
    160,951       170,663  
Other assets
    277,971       216,460  
Assets held in separate accounts
    3,467,215       3,717,149  
 
           
Total assets
  $ 24,456,763     $ 24,548,106  
 
           
See the accompanying notes to the consolidated financial statements

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Table of Contents

Assurant, Inc. and Subsidiaries
Consolidated Balance Sheets
At June 30, 2005 (unaudited) and December 31, 2004

 
                 
    June 30,     December 31,  
    2005     2004  
    (in thousands except number of shares)  
Liabilities
               
Future policy benefits and expenses
  $ 6,503,262     $ 6,412,688  
Unearned premiums
    3,493,567       3,354,299  
Claims and benefits payable
    3,592,489       3,614,949  
Commissions payable
    223,739       294,561  
Reinsurance balances payable
    112,797       157,405  
Funds held under reinsurance
    85,934       96,226  
Deferred gain on disposal of businesses
    306,073       329,720  
Obligation under securities lending
    581,942       535,331  
Accounts payable and other liabilities
    1,109,135       1,328,483  
Deferred income taxes, net
    89,998       4,224  
Tax payable
    51,380       71,869  
Debt
    971,650       971,611  
Mandatorily redeemable preferred stock
    24,160       24,160  
Liabilities related to separate accounts
    3,467,215       3,717,149  
 
           
Total liabilities
  $ 20,613,341     $ 20,912,675  
 
           
Commitments and contingencies (note 9)
  $     $  
 
           
 
               
Stockholders’ equity
               
Common stock, par value $.01 per share, 800,000,000 shares authorized, 142,423,632 and 142,263,299 shares issued, 136,347,600 and 139,766,177 shares outstanding at June 30, 2005 and December 31, 2004, respectively
  $ 1,424     $ 1,423  
Additional paid-in capital
    2,839,098       2,790,476  
Retained earnings
    790,827       569,605  
Unamortized restricted stock compensation; 110,506 and 51,996 shares at June 30, 2005 and December 31, 2004
    (3,152 )     (608 )
Accumulated other comprehensive income
    399,549       338,163  
Treasury stock, at cost; 5,965,526 and 2,445,126 shares at June 30, 2005 and December 31, 2004
    (184,324 )     (63,628 )
 
           
Total stockholders’ equity
    3,843,422       3,635,431  
 
           
Total liabilities and stockholders’ equity
  $ 24,456,763     $ 24,548,106  
 
           
See the accompanying notes to the consolidated financial statements

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Table of Contents

Assurant, Inc. and Subsidiaries
Consolidated Statement of Operations
Three and Six Months Ended June 30, 2005 and 2004 (Unaudited)

 
                                 
    Three Months Ended June 30,     Six Months Ended June 30,  
    2005     2004     2005     2004  
    (in thousands except number of shares and per share amounts)  
Revenues
                               
Net earned premiums and other considerations
  $ 1,623,239     $ 1,615,473     $ 3,255,133     $ 3,240,711  
Net investment income
    177,018       157,628       341,218       311,452  
Net realized gain on investments
    4,079       5,722       4,571       19,946  
Amortization of deferred gain on disposal of businesses
    11,784       14,262       23,647       28,759  
Loss on disposal of businesses
          (9,232 )           (9,232 )
Fees and other income
    58,183       55,310       112,088       107,435  
 
                       
Total revenues
    1,874,303       1,839,163       3,736,657       3,699,071  
Benefits, losses and expenses
                               
Policyholder benefits
    924,011       943,049       1,867,535       1,912,014  
Amortization of deferred acquisition costs and value of business acquired
    236,791       240,119       464,377       437,381  
Underwriting, general and administrative expenses
    510,088       496,117       1,009,295       1,034,711  
Interest expense
    15,314       15,834       30,628       25,997  
Distributions on mandatorily redeemable preferred securities
                      2,163  
 
                       
Total benefits, losses and expenses
    1,686,204       1,695,119       3,371,835       3,412,266  
 
                       
Income before income taxes
    188,099       144,044       364,822       286,805  
Income taxes
    60,475       48,834       122,800       97,217  
 
                       
Net income
  $ 127,624     $ 95,210     $ 242,022     $ 189,588  
 
                       
 
                               
Earnings per share:
                               
Basic
  $ 0.93     $ 0.67     $ 1.74     $ 1.40  
Diluted
  $ 0.92     $ 0.67     $ 1.73     $ 1.40  
 
                               
Dividends per share
  $ 0.08     $ 0.07     $ 0.15     $ 0.07  
Share Data:
                               
Weighted average shares outstanding used in basic per share calculations
    137,700,163       142,196,828       138,712,723       135,859,214  
Plus: Dilutive securities
    1,319,225       24,166       1,317,326       11,722  
 
                       
Weighted average shares used in diluted per share calculations
    139,019,388       142,220,994       140,030,049       135,870,936  
 
                       
See the accompanying notes to the consolidated financial statements

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Table of Contents

Assurant, Inc. and Subsidiaries
Consolidated Statement of Changes in Stockholders’ Equity

From December 31, 2004 through June 30, 2005 (unaudited)
 
                                                                 
                            Unamortized     Accumulated                     Shares of  
            Additional             Restricted     Other                     Common  
    Common     Paid-in     Retained     Stock     Comprehensive     Treasury             Stock  
    Stock     Capital     Earnings     Compensation     Income (Loss)     Stock     Total     Issued  
    (in thousands except number of shares)  
Balance, December 31, 2004
  $ 1,423     $ 2,790,476     $ 569,605     $ (608 )   $ 338,163     $ (63,628 )   $ 3,635,431       142,263,299  
Issuance of Common stock
          2,145                               2,145       84,491  
Issued Stock Appreciation Rights
          43,775                               43,775        
Issuance of Restricted Shares
    1       2,702             (2,703 )                       75,842  
Dividends
                (20,800 )                       (20,800 )      
Acquistion of Treasury Shares
                                  (120,696 )     (120,696 )      
Amortization of restricted stock compensation
                      159                   159        
Comprehensive income:
                                                               
Net income
                242,022                         242,022        
Other comprehensive income:
                                                               
Net change in unrealized gains on securities
                            41,980             41,980        
Change in minimum pension liability
                            28,086             28,086        
Foreign currency translation
                            (8,680 )           (8,680 )      
 
                                                             
Total other comprehensive income
                                                    61,386        
 
                                                             
Total Comprehensive income:
                                                    303,408        
 
                                               
Balance, June 30, 2005
  $ 1,424     $ 2,839,098     $ 790,827     $ (3,152 )   $ 399,549     $ (184,324 )   $ 3,843,422       142,423,632  
 
                                               
See the accompanying notes to the consolidated financial statements

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Table of Contents

Assurant, Inc. and Subsidiaries
Consolidated Statement of Cash Flows
Six Months Ended June 30, 2005 and 2004 (unaudited)

 
                 
    Six Months Ended  
    June 30,  
    2005     2004  
    (in thousands)  
Net cash provided by operating activities
  $ 194,610     $ 313,359  
 
               
Investing activities
               
Sales of:
               
Fixed maturities available for sale
    796,435       975,775  
Equity securities available for sale
    41,195       50,210  
Property and equipment
    88       1,191  
Maturities, prepayments, and scheduled redemption of:
               
Fixed maturities available for sale
    420,103       393,978  
Purchases of:
               
Fixed maturities available for sale
    (1,482,181 )     (1,499,369 )
Equity securities available for sale
    (96,987 )     (147,622 )
Property and equipment
    (21,824 )     (25,184 )
Change in commercial mortgage loans on real estate
    (51,760 )     (64,507 )
Change in short term investments
    44,608       (40,819 )
Change in other invested assets
    (12,114 )     (49,760 )
Change in policy loans
    866       (163 )
Change in collateral held under securities lending
    (46,611 )     (118,221 )
Net cash received related to sale of business
          3,536  
 
           
Net cash (used in) investing activities
    (408,182 )     (520,955 )
 
               
Financing activities
               
Repayment of preferred securities of subsidiary trusts
          (196,224 )
Issuance of debt
          971,537  
Issuance of common stock
    2,145       725,491  
Repayment of debt
          (1,750,000 )
Purchase of treasury stock
    (120,696 )     (797 )
Dividends paid
    (20,800 )     (9,959 )
Change in obligation under securities lending
    46,611       118,221  
 
           
Net cash (used in) financing activities
    (92,740 )     (141,731 )
 
Change in cash and cash equivalents
    (306,312 )     (349,327 )
Cash and cash equivalents at beginning of period
    807,082       958,197  
 
           
Cash and cash equivalents at end of period
  $ 500,770     $ 608,870  
 
           
See the accompanying notes to the consolidated financial statements

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Table of Contents

Assurant, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
Six Months Ended June 30, 2005 and 2004 (Unaudited)

 
1. Nature of Operations
          Assurant, Inc. (formerly Fortis, Inc.) (the “Company”) is a holding company provider of specialized insurance products and related services in North America and selected international markets. Prior to the Initial Public Offering (“the IPO”) Fortis, Inc. was incorporated in Nevada and was indirectly wholly owned by Fortis N.V. of the Netherlands and Fortis SA/NV of Belgium (collectively, “Fortis”) through their affiliates, including their wholly owned subsidiary, Fortis Insurance N.V.
          On February 5, 2004, Fortis sold approximately 65% of its ownership interest in Assurant, Inc. via the IPO and retained approximately 35% of its ownership (50,199,130 shares). In connection with the IPO, Fortis, Inc. was merged into Assurant, Inc., a Delaware corporation, which was formed solely for the purpose of the redomestication of Fortis, Inc. After the merger, Assurant, Inc. became the successor to the business, operations and obligations of Fortis, Inc. Assurant, Inc. is traded on the New York Stock Exchange under the symbol AIZ.
          The following events occurred in connection with the Company’s IPO: (1) redeemed the outstanding $196,224 of mandatorily redeemable preferred securities in January 2004, (2) issued 68,976 shares of Common Stock of Assurant, Inc. to certain directors and officers of the Company, and (3) issued 32,976,854 shares of Common Stock of Assurant, Inc. to Fortis Insurance N.V. simultaneously with the closing of the IPO in exchange for a $725,500 capital contribution based on the public offering price of the Company’s common stock. The Company used the proceeds of the capital contribution to repay the $650,000 of outstanding indebtedness under the $650,000 senior bridge credit facility and $75,500 of outstanding indebtedness under the $1,100,000 senior bridge credit facility. The Company repaid a portion of the $1,100,000 senior bridge credit facility with $49,500 in cash. On February 18, 2004, the Company refinanced $975,000 of the remaining $1,100,000 senior bridge credit facility with the proceeds of the issuance of two senior long-term notes (See Note 4).
          On January 21, 2005, Fortis owned approximately 36% (50,199,130 shares) of the Company based on the number of shares outstanding that day and sold 27,200,000 of those shares in a secondary offering to the public. The Company did not receive any of the proceeds from the sale of shares of common stock by Fortis. Fortis received all net proceeds from the sale. Fortis concurrently sold exchangeable bonds, due January 26, 2008, that are mandatorily exchangeable for their remaining 22,999,130 shares of Assurant. Fortis may elect, prior to the maturity date of the bonds, a cash settlement alternative and pay the bondholders an amount of cash equal to the applicable market value of the Company’s common stock. The exchangeable bonds and the shares of the Company’s common stock into which they are exchangeable have not been and will not be registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
          Through its operating subsidiaries, the Company provides creditor-placed homeowners insurance, manufactured housing homeowners insurance, debt protection administration, credit insurance, warranties and extended service contracts, individual health and small employer group health insurance, group dental insurance, group disability insurance, group life insurance and pre-funded funeral insurance.
2. Basis of Presentation
          The accompanying unaudited interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. Accordingly, these statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.
          In the opinion of management, all adjustments (consisting only of normal recurring accruals) considered necessary for a fair statement of the financial statements have been included. Certain prior period amounts have been reclassified to conform to the 2005 presentation.
          Dollar amounts are in thousands, except for number of shares and per share amounts.

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Assurant, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
Six Months Ended June 30, 2005 and 2004 (Unaudited)

 
          The consolidated financial statements include the accounts of the Company and all of its wholly owned subsidiaries. All inter-company transactions and balances are eliminated in consolidation.
          Operating results for the three and six months ended June 30, 2005 are not necessarily indicative of the results that may be expected for the year ending December 31, 2005. The accompanying interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in the Company’s annual report on Form 10-K for the year ended December 31, 2004.
3. Recent Accounting Pronouncements
          In December 2004, FASB issued Statement of Financial Accounting Standards No. 123 (revised 2004), Share-Based Payment (“FAS 123R’’) which replaces Statement of Financial Accounting Standards No. 123, Share-Based Payment and supersedes Accounting Principles Board Opinion No. 25, Accounting for Stock Issued to Employees. FAS 123R requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial statements based on their fair values. The pro forma disclosures previously permitted under FAS 123 no longer will be an alternative to financial statement recognition. Under FAS 123R, the company must determine the appropriate fair value model to be used for valuing share-based payments, the amortization method for compensation cost, and the transition method to be used at date of adoption. The permitted transition methods include either retrospective or prospective adoption. Under the retrospective option, prior periods may be restated either as of the beginning of the year of adoption or for all periods presented for all unvested stock options beginning with the first period presented. The prospective method requires that compensation expense be recorded for all unvested stock options at the beginning of the first quarter of adoption of FAS 123R. In April 2005, the Securities and Exchange Commission approved a new rule for public companies which delays the effective date of FAS 123R. Under the new rule, public companies are required to adopt FAS 123R in the first annual period after June 15, 2005, and, therefore, the Company is required to adopt FAS 123R by the first quarter of 2006. Except for this deferral of the effective date, the guidance in FAS 123R is unchanged. The Company is currently evaluating the requirements of FAS 123R and the potential impact on the Company’s financial statements.
          In June 2005, the FASB issued Statement of Financial Accounting Standards No. 154, Accounting Changes and Error Corrections, a replacement of APB Opinion No. 20, Accounting Changes, and Statement No. 3, Reporting Accounting Changes in Interim Financial Statements” (“FAS 154’’). FAS 154 changes the accounting and reporting of a change in accounting principle. Prior to FAS 154, the majority of voluntary changes in

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Assurant, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
Six Months Ended June 30, 2005 and 2004 (Unaudited)

 
accounting principles were required to be recognized as a cumulative effect adjustment within net income during the period of the change. FAS 154 requires retrospective application to prior period financial statements unless it is impracticable to determine either the period-specific effects or the cumulative effect of the change. FAS 154 is effective for accounting changes made in fiscal years beginning after December 15, 2005 but does not change the transition provisions of any existing accounting pronouncements. The Company does not believe the adoption of FAS 154 will have a material effect on our consolidated financial position or results of operations.
4. Debt
          In December 2003, the Company entered into two senior bridge credit facilities of $650,000 and $1,100,000. The aggregate indebtedness of $1,750,000 under the facility was in connection with the extinguishment of the Company’s Mandatorily Redeemable Preferred Securities. The $1,750,000 aggregate indebtedness under the senior bridge credit facility was paid in full in February 2004.
          In February 2004, the Company issued two series of senior notes with an aggregate principal amount of $975,000. The Company received net proceeds from this transaction of $971,537, which represents the principal amount less the discount. The discount will be amortized over the life of the notes. The first series is $500,000 in principal amount, bears interest at 5.63% per year and is payable in a single installment due February 15, 2014 and was issued at a 0.11% discount. The second series is $475,000 in principal amount, bears interest at 6.75% per year and is payable in a single installment due February 15, 2034 and was issued at a 0.61% discount. Interest on the senior notes is payable semi-annually on February 15 and August 15 of each year. The senior notes are unsecured obligations and rank equally with all of the Company’s other senior unsecured indebtedness. The senior notes are not redeemable prior to maturity. The senior notes were registered with the Securities and Exchange Commission in 2004 and all of the holders exchanged their notes for the new, registered notes.
          The interest expense incurred related to the senior notes was $15,047 and $15,548 for the three months ended June 30, 2005 and 2004, respectively, and $30,094 and $22,236 for the six months ended June 30, 2005 and 2004, respectively.
          The Company maintains a $500,000 commercial paper program, which is available for working capital and other general corporate purposes. The Company’s subsidiaries do not maintain commercial paper or other borrowing facilities at their level. This program is backed up by a $500,000 senior revolving credit facility with a syndicate of banks arranged by J.P. Morgan Securities, Inc. (successor by merger to Banc One Capital Markets, Inc.) and Citigroup Global Markets, Inc., which was established on January 30, 2004. In April 2005, the Company amended and restated its $500,000 senior revolving credit facility with a syndicate of banks arranged by Citibank and JP Morgan Chase Bank. The amended and restated credit facility is unsecured and is available until April 2010, so long as the Company is in compliance with all the covenants. This facility is also available for general corporate purposes, but to the extent used thereto, would be unavailable to back up the commercial paper program. On February 3, 2005, the Company used $40,000 from the commercial paper program for general corporate purposes, which was repaid on February 17, 2005. There were no amounts relating to the commercial paper program outstanding at June 30, 2005. The Company did not use the revolving credit facility during the six months ended June 30, 2005 and no amounts are currently outstanding.
          The revolving credit facility contains restrictive covenants. The terms of the revolving credit facility also require that the Company maintain certain specified minimum ratios and thresholds. The Company is in compliance with all covenants and the Company maintains all specified minimum ratios and thresholds.

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Assurant, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
Six Months Ended June 30, 2005 and 2004 (Unaudited)

 
5. Stock Based Compensation
Long-Term Incentive Plan
          Restricted Shares
          The Long-Term Incentive Plan authorizes the granting of awards to employees, officers, and directors. The expense recorded related to restricted shares was $525 and $357 for the three months ended June 30, 2005 and 2004, respectively, and $604 and $609 for the six months ended June 30, 2005 and 2004, respectively.
         
    For the Six  
    Months Ended  
    June 30, 2005  
Restricted shares outstanding, December 31, 2004
    51,996  
Grants
    88,473  
Vested
    (29,963 )
Forfeitures
     
 
     
Restricted shares outstanding, June 30, 2005
    110,506  
 
     
          Stock Appreciation Rights Plan
          On April 7, 2005, the Company approved an amendment to the Stock Appreciation Rights Plan (“SARs Plan”). The amendment, which was effective June 30, 2005, amended the plan from one that paid appreciation to participants in the form of cash to a plan that pays appreciation to participants in the form of company stock. As a result of the amendment, 2,633,816 Assurant, Inc. rights and 568,937 business unit rights under the previous plan were converted into 4,726,384 rights under the amended SARs Plan at June 30, 2005. The intrinsic value of the converted rights did not change from that of the existing rights under the previous plan. Of the converted rights, approximately 43% are fully vested. The remainder will become fully vested over the next two years in accordance with their original vesting period. The conversion of the existing rights under the previous plan to the amended SARs Plan resulted in a $43,775 reclass of a liability to additional paid-in capital at June 30, 2005.
          Two additional grants were made under the SARs Plan during the period. On June 3, 2005, the Company granted 11,921 rights to its board of directors at an exercise price of $35.25 that were immediately vested and expensed. On June 30, 2005, the Company granted 1,051,641 rights to certain Company executives at an exercise price of $35.64. These shares have a three year cliff vesting period starting from January 1, 2005, and will be expensed over that period.
          Until adoption of FAS 123R (see Note 3), the Company will continue to account for the SARs Plan as a variable plan in accordance with the provisions of Accounting Principles Board Opinion No. 25, “Accounting for Stock Issued to Employees” (“APB 25”) and its interpretations. The SARs Plan meets the requirements for a compensatory plan, and accordingly the Company records an expense based on the intrinsic value.
         
    For the Six  
    Months Ended  
    June 30, 2005  
Stock Appreciation Rights outstanding, December 31, 2004
     
Converted shares from cash based plan
    4,726,384  
Grants
    1,063,562  
Exercises
     
Forfeitures
     
 
     
Stock Appreciation Rights outstanding, June 30, 2005
    5,789,946  
 
     

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Assurant, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
Six Months Ended June 30, 2005 and 2004 (Unaudited)

 
          Executive 401K Plan
          During 2005, the Company purchased 12,900 treasury shares for $438 via a Rabbi Trust which was allocated to the Assurant Stock Fund. See Note 6 for further information.
          Employee Stock Purchase Plan
          The Company established an Employee Stock Purchase Plan (“ESPP”) which went into effect on July 1, 2004. In January 2005, the Company issued 71,860 shares to employees relating to the ESPP at a price of $23.67 for the offering period of July 1 through December 31, 2004. In July 2005, the Company issued 77,017 shares to employees relating to the ESPP at a price of $27.63 for the offering period of January 1 through June 30, 2005.
          The Company accounts for the ESPP in accordance with APB 25 as a non-compensatory plan, and accordingly does not record any compensation expense.
          The following pro forma information of net income and net income per share amounts were determined as if the Company had accounted for the ESPP and SARs Plans under the fair value method of FAS 123. This disclosure is not equivalent to the impact the Company will incur upon adoption of FAS 123R at January 1, 2006. The Company is currently evaluating the requirements of FAS 123R.
                 
    For the Three     For the Six  
    Months Ended     Months Ended  
    June 30, 2005     June 30, 2005  
Net income as reported
  $ 127,624     $ 242,022  
Add: Stock-based employee compensation expense included in reported net income, net of related tax effects
    5,796       16,637  
Deduct: Total stock-based employee compensation expense determined under fair value based method for all awards, net of related tax effects
    (21,450 )     (32,047 )
 
           
Pro forma net income
  $ 111,970     $ 226,612  
 
           
 
               
Earnings per share as reported:
               
Basic
  $ 0.93     $ 1.74  
Diluted
  $ 0.92     $ 1.73  
 
               
Pro forma earnings per share:
               
Basic
  $ 0.81     $ 1.63  
Diluted
  $ 0.81     $ 1.62  

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Assurant, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
Six Months Ended June 30, 2005 and 2004 (Unaudited)

 
6. Stock Repurchase
          The following table shows the shares repurchased during the periods indicated:
                                 
                            Maximum Number  
                    Total Number of Shares     of Shares that  
                    Purchased as Part of     may yet be  
  Period   Number of     Average Price     Publicly Announced     Purchased under  
  in 2005   Shares Purchased     Paid Per Share     Program     the Program  
 January
                      11,815,311  
February
    68,400       34.37       60,000       11,755,311  
  March
    651,900       34.13       650,000       11,105,311  
   April
    1,050,300       33.26       1,050,000       10,055,311  
   May
    701,400       33.75       699,200       9,356,111  
   June
    1,048,400       35.76       1,048,300       8,307,811  
 
                       
  Total
    3,520,400     $ 34.28       3,507,500          
 
                       
          For the six months ending June 30, 2005, the Company repurchased 3,507,500 shares of the Company’s outstanding stock at a cost of $120,258 pursuant to the August 2, 2004 publicly announced repurchase program.
          There were 12,900 shares repurchased during 2005 for $438 that were not part of the Company’s repurchase program. The shares were repurchased pursuant to the Company’s Executive 401K Plan. See Note 5 — Stock Based Compensation.

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Assurant, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
Six Months Ended June 30, 2005 and 2004 (Unaudited)

 
7. Retirement and Other Employee Benefits
          The components of net periodic benefits cost for the Company’s qualified pension benefits and post retirement plans for the three and six months ended June 30, 2005 were as follows:
                                 
    Pension Benefits     Retirement Health Benefits  
    For the three months     For the three months  
    ended June 30,     ended June 30,  
    2005     2004     2005     2004  
Service cost
  $ 4,575     $ 4,189     $ 629     $ 534  
Interest cost
    5,065       4,859       781       716  
Expected return on plan assets
    (6,565 )     (5,603 )     (267 )     (135 )
Amortization of prior service cost
    764       761       327       327  
Amortization of net loss
    1,766       1,636              
 
                       
Net periodic benefit cost
  $ 5,605     $ 5,842     $ 1,470     $ 1,442  
 
                       
                                 
    Pension Benefits     Retirement Health Benefits  
    For the six months     For the six months  
    ended June 30,     ended June 30,  
    2005     2004     2005     2004  
Service cost
  $ 9,060     $ 8,601     $ 1,195     $ 1,104  
Interest cost
    10,116       9,694       1,559       1,504  
Expected return on plan assets
    (12,554 )     (11,125 )     (413 )     (270 )
Amortization of prior service cost
    1,528       1,500       654       654  
Amortization of net loss
    3,405       2,347              
 
                       
Net periodic benefit cost
  $ 11,555     $ 11,017     $ 2,995     $ 2,992  
 
                       
          During the first three months of 2005, the Company contributed $40,000 and zero to the qualified pension plan and the retirement health benefit plan, respectively. This is consistent with the Company’s projected contribution amounts disclosed in its 2004 Form 10-K. The Company made no contribution during the three months ended June 30, 2005. As a result of the $40,000 cash contribution to its qualified pension plan, the Company reversed $28,086, net of tax, representing a portion of the minimum pension liability, which was previously recorded in accumulated other comprehensive income. An additional minimum pension liability of $9,485, net of tax, related to the non-qualified plan, remains within accumulated other comprehensive income.
          The Company’s nonqualified plans are unfunded. The net periodic costs were $2,879 and $2,781 for the three months ended June 30, 2005 and 2004, respectively, and $5,654 and $5,181 for the six months ended June 30, 2005 and 2004, respectively.
8. Segment Information
          The Company has five reportable segments, which are defined based on the nature of the products and services offered: Assurant Solutions, Assurant Health, Assurant Employee Benefits, Assurant Preneed, and Corporate and Other. Assurant Solutions provides credit insurance, including life, disability and unemployment, debt protection administration services, warranties and extended service contracts, creditor-placed homeowners insurance and manufactured housing homeowners insurance. Assurant Health provides individual, short-term and

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Table of Contents

Assurant, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
Six Months Ended June 30, 2005 and 2004 (Unaudited)

 
small group health insurance. Assurant Employee Benefits provides employee and employer paid dental, disability, and life insurance products and related services. Assurant Preneed provides life insurance policies and annuity products that provide benefits to fund pre-arranged funerals. Corporate and Other includes activities of the holding company, financing expenses, net realized gains (losses) on investments and interest income earned from short-term investments held. Corporate and Other also includes the amortization of deferred gains associated with the sales of Fortis Financial Group and Long-Term Care through reinsurance agreements.
          The Company evaluates performance of the operating business segments based on segment income after-tax excluding realized gains (losses) on investments. The Company determines reportable segments in a manner consistent with the way the Company organizes for purposes of making operating decisions and assessing performance.
          On June 21, 2005, the Company announced its intention to separate Assurant Solutions into two businesses — Assurant Specialty Property and Assurant Solutions. The Company will begin reporting separate segment financial information sometime in 2006.

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Assurant, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
Six Months Ended June 30, 2005 and 2004 (Unaudited)

 
          The following tables summarize selected financial information by segment:
                                                 
    Three Months Ended June 30, 2005  
    Solutions     Health     Employee Benefits     PreNeed     Corporate & Other     Consolidated  
Revenues
                                               
Net earned premiums and other considerations
  $ 636,688     $ 544,294     $ 316,420     $ 125,837     $     $ 1,623,239  
Net investment income
    52,262       17,170       38,274       62,688       6,624       177,018  
Net realized gains on investments
                            4,079       4,079  
Amortization of deferred gain on disposal of businesses
                            11,784       11,784  
Fees and other income
    40,938       10,270       6,993       (196 )     178       58,183  
     
Total revenues
    729,888       571,734       361,687       188,329       22,665       1,874,303  
 
                                               
Benefits, losses and expenses
                                               
Policyholder benefits
    221,473       333,101       241,537       127,900             924,011  
Amortization of deferred acquisition costs and value of business acquired
    194,268       7,584       5,184       29,755             236,791  
Underwriting, general and administrative expenses
    226,529       155,801       99,843       10,977       16,938       510,088  
Interest expense
                            15,314       15,314  
     
Total benefits, losses and expenses
    642,270       496,486       346,564       168,632       32,252       1,686,204  
Segment income (loss) before income tax
    87,618       75,248       15,123       19,697       (9,587 )     188,099  
Income taxes
    29,056       25,881       5,311       6,857       (6,630 )     60,475  
     
 
                                               
Segment income (loss) after tax
  $ 58,562     $ 49,367     $ 9,812     $ 12,840     $ (2,957 )        
             
Net income
                                          $ 127,624  
 
                                             
                                                 
    Three Months Ended June 30, 2004  
    Solutions     Health     Employee Benefits     PreNeed     Corporate & Other     Consolidated  
Revenues
                                               
Net earned premiums and other considerations
  $ 610,630     $ 559,361     $ 309,159     $ 136,323     $     $ 1,615,473  
Net investment income
    44,868       16,716       37,437       52,469       6,138       157,628  
Net realized gains on investments
                            5,722       5,722  
Amortization of deferred gain on disposal of businesses
                            14,262       14,262  
Loss on disposal of businesses
                            (9,232 )     (9,232 )
Fees and other income
    35,818       11,035       6,734       1,494       229       55,310  
     
Total revenues
    691,316       587,112       353,330       190,286       17,119       1,839,163  
 
                                               
Benefits, losses and expenses
                                               
Policyholder benefits
    220,215       358,729       228,842       135,263             943,049  
Amortization of deferred acquisition costs and value of business acquired
    196,049       10,016       6,220       27,834             240,119  
Underwriting, general and administrative expenses
    218,338       157,737       96,517       11,556       11,969       496,117  
Interest expense
                            15,834       15,834  
     
Total benefits, losses and expenses
    634,602       526,482       331,579       174,653       27,803       1,695,119  
 
                                               
Segment income (loss) before income tax
    56,714       60,630       21,751       15,633       (10,684 )     144,044  
Income taxes
    18,146       20,695       7,725       5,494       (3,226 )     48,834  
     
Segment income (loss) after tax
  $ 38,568     $ 39,935     $ 14,026     $ 10,139     $ (7,458 )        
             
Net income
                                          $ 95,210  
 
                                             

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Assurant, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
Six Months Ended June 30, 2005 and 2004 (Unaudited)

 
                                                 
    Six Months Ended June 30, 2005  
    Solutions     Health     Employee Benefits     PreNeed     Corporate & Other     Consolidated  
Revenues
                                               
Net earned premiums and other considerations
  $ 1,251,935     $ 1,093,820     $ 662,342     $ 247,036     $     $ 3,255,133  
Net investment income
    100,427       34,875       76,257       115,700       13,959       341,218  
Net realized gains on investments
                            4,571       4,571  
Amortization of deferred gain on disposal of businesses
                            23,647       23,647  
Fees and other income
    77,041       20,601       13,182       983       281       112,088  
     
Total revenues
    1,429,403       1,149,296       751,781       363,719       42,458       3,736,657  
 
                                               
Benefits, losses and expenses
                                               
Policyholder benefits
    424,738       678,469       509,275       255,053             1,867,535  
Amortization of deferred acquisition costs and value of business acquired
    381,488       16,507       9,890       56,492             464,377  
Underwriting, general and administrative expenses
    453,898       303,641       192,154       21,771       37,831       1,009,295  
Interest expense
                              30,628       30,628  
     
Total benefits, losses and expenses
    1,260,124       998,617       711,319       333,316       68,459       3,371,835  
 
                                               
Segment income (loss) before income tax
    169,279       150,679       40,462       30,403       (26,001 )     364,822  
Income taxes
    55,947       51,639       14,271       10,607       (9,664 )     122,800  
     
Segment income (loss) after tax
  $ 113,332     $ 99,040     $ 26,191     $ 19,796     $ (16,337 )        
             
Net income
                                          $ 242,022  
 
                                             
 
                                               
Segment Assets:   As of June 30, 2005
     
Segments assets, excluding goodwill
  $ 7,334,060     $ 1,752,361     $ 2,940,684     $ 4,441,361     $ 7,167,796     $ 23,636,262  
 
                                     
Goodwill
                                            820,501  
 
                                             
Total Assets
                                          $ 24,456,763  
 
                                             
                                                 
    Six Months Ended June 30, 2004  
    Solutions     Health     Employee Benefits     PreNeed     Corporate & Other     Consolidated  
Revenues
                                               
Net earned premiums and other considerations
  $ 1,233,695     $ 1,110,308     $ 627,203     $ 269,505     $     $ 3,240,711  
Net investment income
    89,627       33,663       73,159       102,646       12,357       311,452  
Net realized gains on investments
                            19,946       19,946  
Amortization of deferred gain on disposal of businesses
                            28,759       28,759  
Loss on disposal of businesses
                            (9,232 )     (9,232 )
Fees and other income
    65,025       20,390       17,118       3,535       1,367       107,435  
     
Total revenues
    1,388,347       1,164,361       717,480       375,686       53,197       3,699,071  
 
                                               
Benefits, losses and expenses
                                               
Policyholder benefits
    451,791       714,844       473,168       272,211             1,912,014  
Amortization of deferred acquisition costs and value of business acquired
    353,551       21,005       7,735       55,090             437,381  
Underwriting, general and administrative expenses
    467,386       312,149       194,347       22,813       38,016       1,034,711  
Interest expense
                            25,997       25,997  
Distributions on mandatorily redeemable preferred securities
                            2,163       2,163  
     
Total benefits, losses and expenses
    1,272,728       1,047,998       675,250       350,114       66,176       3,412,266  
 
                                               
Segment income (loss) before income tax
    115,619       116,363       42,230       25,572       (12,979 )     286,805  
Income taxes
    36,998       39,720       14,954       8,977       (3,432 )     97,217  
     
Segment income (loss) after tax
  $ 78,621     $ 76,643     $ 27,276     $ 16,595     $ (9,547 )        
             
Net income
                                          $ 189,588  
 
                                             
Segment Assets:   Year Ended December 31, 2004
     
Segments assets, excluding goodwill
  $ 7,277,524     $ 1,784,574     $ 2,887,860     $ 4,289,401     $ 7,485,693     $ 23,725,052  
     
Goodwill
                                            823,054  
 
                                             
Total assets
                                          $ 24,548,106  
 
                                             

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Assurant, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
Six Months Ended June 30, 2005 and 2004 (Unaudited)

 
9. Commitments and Contingencies
          In the normal course of business, letters of credit are issued primarily to support reinsurance arrangements. These letters of credit are supported by commitments with financial institutions. The Company had $75,529 of letters of credit outstanding as of June 30, 2005.
          The Company is regularly involved in litigation in the ordinary course of business, both as a defendant and as a plaintiff. The Company may from time to time be subject to a variety of legal and regulatory actions relating to the Company’s current and past business operations. While the Company cannot predict the outcome of any pending or future litigation, examination or investigation, the Company does not believe that any pending matter will have a material adverse effect on the Company’s financial condition or results of operations.
          The Solutions segment is subject to a number of pending actions, primarily in the State of Mississippi, many of which allege that the Company’s credit insurance products were packaged and sold with lenders’ products without buyer consent. The judicial climate in Mississippi is such that the outcome of these cases is extremely unpredictable. The Company has been advised by legal counsel that the Company has meritorious defenses to all claims being asserted against the Company. The Company believes, based on information currently available, that the amounts accrued are adequate.
          In addition, another part of the Solutions segment, American Reliable Insurance Company (“ARIC”), participated in certain excess of loss reinsurance programs in the London market and, as a result, reinsured certain personal accident, ransom and kidnap insurance risks from 1995 to 1997. ARIC and a foreign affiliate ceded a portion of these risks to other reinsurers (retrocessionaires). ARIC ceased reinsuring such business in 1997. However, certain risks continued beyond 1997 due to the nature of the reinsurance contracts written. ARIC and some of the other reinsurers involved in the programs are seeking to avoid certain treaties on various grounds, including material misrepresentation and non-disclosure by the ceding companies and intermediaries involved in the programs. Similarly, some of the retrocessionaires are seeking avoidance of certain treaties with ARIC and the other reinsurers and some reinsureds are seeking collection of disputed balances under some of the treaties. The disputes generally involve multiple layers of reinsurance, and allegations that the reinsurance programs involved interrelated claims “spirals” devised to disproportionately pass claims losses to higher-level reinsurance layers. Many of the companies involved in these programs, including ARIC, are currently involved in negotiations, arbitration and/or litigation between multiple layers of retrocessionaires, reinsurers, ceding companies and intermediaries, including brokers, in an effort to resolve these disputes. Many of those disputes relating to the 1995 program year, including those involving ARIC, were settled on December 3, 2003. Loss accruals previously established relating to the 1995 program year were adequate. However, the Company’s exposure under the 1995 program year was less significant than the exposure remaining under the 1996 and 1997 program years. In addition, disputes with two affiliated reinsurers involved in the 1996 and 1997 program years were settled by a commutation agreement. During the second quarter of 2005, loss accruals relating to the 1996 program year were strengthened by approximately $7,800. The Company believes, based on information currently available, that the amounts accrued for currently outstanding disputes are adequate. This loss accrual is management’s best estimate. However, the inherent uncertainty of arbitrations and lawsuits, including the uncertainty of estimating whether any settlements the Company may enter into in the future would be on favorable terms, makes it difficult to predict the outcomes with certainty.
          The Company was notified on August 26, 2004 that one of our employees is being investigated by the criminal division of the Internal Revenue Service (“IRS”) for responses he made to questions he was asked by the IRS relating to an approximately $18,000 tax reserve taken by the Company in 1999. At this stage, it would be speculative to predict the outcome of this investigation. However, it could result in a fine assessed against the employee and the Company, negative publicity for the Company or more serious sanctions.
     As disclosed in the Risk Factors section of the Company’s 2004 Annual Report on Form 10-K, one of the Company’s reinsurers thinks the Company should have been accounting for premiums ceded to them as a loan instead of as an expense. Based on the Company’s investigation to date into this matter, the Company has concluded that there was a verbal side agreement with respect to one of the Company’s reinsurers under its catastrophic reinsurance program, which has accounting implications that may impact previously reported financial statements. While management believes that the difference resulting from any alternative accounting treatment would be immaterial to the Company’s financial position or results of operations, regulators may reach a different conclusion. In 2004, 2003 and 2002, premiums ceded to this reinsurer were $2,600, $1,500 and $500, respectively, and losses ceded were $10,000, $0, and $0, respectively. This contract expired in December of 2004 and was not renewed.
     As part of ongoing, industry-wide investigations, the Company has previously received subpoenas for information from the United States Securities and Exchange Commission and the United States Attorney for the Southern District of New York. The areas of inquiry addressed to the Company include “certain loss mitigation products” and documents relating to the use of finite risk insurance. The Company has conducted an evaluation of the transactions that could potentially fall within the scope of the subpoenas, as defined by the authorities, and has provided information as requested. As previously reported, the Audit Committee of the Company’s Board of Directors is conducting an investigation of the matters raised by the subpoenas and has retained independent counsel to assist them.
     The Audit Committee’s continuing investigation has raised the question of whether certain current and former employees acted properly in connection with the above mentioned reinsurance arrangement. The Company is reassessing its controls and the appropriateness of its conclusion regarding their effectiveness. The Company has enhanced its internal controls regarding reinsurance and will continue to further evaluate its internal controls.
10. Subsequent Events
          On August 12, 2005, the Company announced that the Board of Directors declared a quarterly dividend of $0.08 per common share. The dividend will be payable on September 7, 2005 to shareholders of record as of August 23, 2005.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
(Dollar amounts in thousands except share data)
          Management’s Discussion and Analysis of Financial Condition and Results of Operations addresses the financial condition of Assurant, Inc. and its subsidiaries (which we refer to collectively as Assurant) as of June 30, 2005, compared with December 31, 2004, and our results of operations for the three and six months ended June 30, 2005 and 2004. This discussion should be read in conjunction with our MD&A and annual audited financial statements as of December 31, 2004 included in our Form 10-K for the year ended December 31, 2004 filed with the U.S. Securities and Exchange Commission and the June 30, 2005 unaudited consolidated financial statements and related notes.
          Some of the statements in this MD&A and elsewhere in this report may contain forward-looking statements that reflect our current views with respect to, among other things, future events and financial performance. You can identify these forward-looking statements by the use of forward-looking words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “seeks,” “approximately,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of those words or other comparable words. Any forward-looking statements contained in this report are based upon our historical performance and on current plans, estimates and expectations. The inclusion of this forward-looking information should not be regarded as a representation by us or any other person that the future plans, estimates or expectations contemplated by us will be achieved. Such forward-looking statements are subject to various risks and uncertainties. Accordingly, there are or will be important factors that could cause our actual results to differ materially from those indicated in this report. If one or more of these or other risks or uncertainties materialize, or if our underlying assumptions prove to be incorrect, actual results may vary materially from what we projected. Any forward-looking statements you read in this report reflect our current views with respect to future events and are subject to these and other risks, uncertainties and assumptions relating to our operations, results of operations, financial condition, growth strategy and liquidity.
Company Overview
          Assurant is a premier provider of specialized insurance products and related services in North America and selected international markets. The four business segments — Assurant Solutions; Assurant Health; Assurant Employee Benefits; and Assurant Preneed — have partnered with clients who are leaders in their industries and have built leadership positions in a number of specialty insurance market segments in the U.S. and selected international markets. The Assurant business segments provide creditor-placed homeowners insurance; manufactured housing homeowners insurance; debt protection administration services; credit insurance including life, disability and unemployment; warranties and extended services contracts; individual, short-term and small employer group health insurance; group dental insurance; group disability insurance; group life insurance; and pre-funded funeral insurance.
Critical Accounting Estimates
Reserves
Long Duration
          The following is a discussion of the process by which we determine one reserve for our major long duration product line.
          Reserves for future policy benefits are recorded as the present value of future benefits to policyholders and related expenses less the present value of future net premiums. Reserve assumptions are

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selected using best estimates for expected investment yield, inflation, mortality and withdrawal rates. These assumptions reflect current trends and are based on our experience and include a provision for possible unfavorable deviation. An unearned revenue reserve is also recorded which represents the balance of the excess of gross premiums over net premiums that is still to be recognized as income in future years in a constant relationship to insurance in force.
          Loss recognition testing is performed annually and reviewed quarterly. Such testing involves the use of best estimate assumptions to determine if the net liability position (all liabilities less Deferred Acquisition Costs (“DAC”)) exceeds the minimum liability needed. Any premium deficiency would first be addressed by removing the provision for unfavorable deviation. To the extent a premium deficiency still remains, it would be recognized immediately by a charge to the statement of operations and a corresponding reduction in DAC. Any deficiency in excess of DAC would be recognized as a premium deficiency reserve. There were no premium deficiencies recognized for the six months ended June 30, 2005.
Short Duration
          For short duration contracts, claims and benefits payable reserves are recorded when insured events occur. The liability is based on the expected ultimate cost of settling the claims. The claims and benefits payable reserves include (1) case reserves for known but unpaid claims as of the balance sheet date; (2) incurred but not reported (“IBNR”) reserves for claims where the insured event has occurred but has not been reported to us as of the balance sheet date; and (3) loss adjustment expense reserves for the expected handling costs of settling the claims. Periodically, we review emerging experience and make adjustments to our case reserves and assumptions where necessary. Below are further discussions on the reserving process for our major short duration products.
Group Disability and Group Term Life
          Case or claim reserves are set for active individual claims on group disability policies and for disability waiver of premium benefits on group term life policies. Assumptions considered in setting such reserves include disabled life mortality and claim termination rates (the rates at which disabled claimants come off claim, either through recovery or death), claim management practices, awards for social security and other benefit offsets and yield rates earned on assets supporting the reserves.
          Factors considered when setting IBNR reserves include patterns in elapsed time from claim incidence to claim reporting, and elapsed time from claim reporting to claim payment.
Medical
          IBNR reserves represent the largest component of reserves estimated for claims and benefits payable in our Medical line of business, and we use a number of methods in their estimation, including the loss development method and the projected claim method for recent claim periods. We use several methods in our Medical line of business because of the limitations of relying exclusively on a single method. Loss development factors selected take into consideration claims processing levels, claims under case management, medical cost inflation, seasonal effects, medical provider discounts and product mix.
Property and Warranty
          Our Property and Warranty line of business includes creditor-placed homeowners, manufactured housing homeowners, credit property, credit unemployment and warranty insurance and some longer-tail coverages which we no longer write (e.g. asbestos, environmental, other general liability and personal accident). Our Property and Warranty loss reserves consist of case reserves and bulk reserves. Bulk reserves consist of IBNR and development on case reserves. The method we most often use in setting our Property and Warranty bulk reserves is the loss development method. Under this method, we estimate

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ultimate losses for each accident period by multiplying the current cumulative losses by the appropriate loss development factor. We then calculate the bulk reserve as the difference between the estimate of ultimate losses and the current case-incurred losses (paid losses plus case reserves). We select loss development factors based on a review of historical averages, and we consider recent trends and business specific matters such as current claims payment practices.
          We may use other methods depending on data credibility and product line. We use the estimates generated by the various methods to establish a range of reasonable estimates. The best estimate of reserves is selected from the middle to upper end of third quartile of the range of reasonable estimates.
Reinsurance
          We utilize ceded reinsurance for loss protection and capital management, business dispositions and, in Assurant Solutions, for client risk and profit sharing.
     Loss Protection and Capital Management
          As part of our overall risk and capacity management strategy, we purchase reinsurance for certain risks underwritten by our various business segments, including significant individual or catastrophic claims, which enables us to free up capital to enable us to write additional business.
          For those product lines where there is exposure to catastrophes, we closely monitor and manage the aggregate risk exposure by geographic area, and we have entered into reinsurance treaties to manage exposure to these types of events.
          Under indemnity reinsurance transactions in which we are the ceding insurer, we remain liable for policy claims if the assuming company fails to meet its obligations. To minimize this risk, we have control procedures to evaluate the financial condition of reinsurers and to monitor the concentration of credit risk. The selection of reinsurance companies is based on criteria related to solvency and reliability and, to a lesser degree, diversification as well as developing strong relationships with our reinsurers for the sharing of risks.
     Business Dispositions
          We have used reinsurance to exit certain businesses to facilitate the transaction because the businesses share legal entities with business segments that we retain. Assets backing liabilities ceded relating to these businesses are held in trusts, and the separate accounts relating to divested business are still reflected in our balance sheet.
     Assurant Solutions Segment Client Risk and Profit Sharing
          The Assurant Solutions segment writes business produced by its clients, such as mortgage lenders and servicers and financial institutions, and reinsures all or a portion of such business to insurance subsidiaries of the clients. Such arrangements allow significant flexibility in structuring the sharing of risks and profits on the underlying business.
          A substantial portion of Assurant Solutions’ reinsurance activities are related to agreements to reinsure premiums and risk related to business generated by certain clients to the client’s captive insurance companies or to reinsurance subsidiaries in which the clients have an ownership interest. Through these arrangements, our insurance subsidiaries share some of the premiums and risk related to client-generated business with these clients. When the reinsurance companies are not authorized to do business in our insurance subsidiary’s domiciliary state, our insurance subsidiary generally obtains collateral, such as a trust or a letter of credit, from the reinsurance company or its affiliate in an amount equal to the outstanding reserves to obtain full financial credit in the domiciliary state for the reinsurance. Our reinsurance

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agreements do not relieve us from our direct obligation to our insured. Thus, a credit exposure exists to the extent that any reinsurer is unable to meet the obligations assumed in the reinsurance agreements. To minimize our exposure to reinsurance insolvencies, we evaluate the financial condition of our reinsurers and hold substantial collateral (in the form of funds, trusts and letters of credit) as security under the reinsurance agreements.
Retirement and Other Employee Benefits
          We sponsor a pension and a retirement health benefit plan covering our employees who meet specified eligibility requirements. The reported expense and liability associated with these plans requires an extensive use of assumptions which include the discount rate, expected return on plan assets and rate of future compensation increases. We determine these assumptions based upon currently available market and industry data, historical performance of the plan and its assets, and consultation with an independent consulting actuarial firm to aid us in selecting appropriate assumptions and valuing our related liabilities. The actuarial assumptions used in the calculation of our aggregate projected benefit obligation may vary and include an expectation of long-term market appreciation in equity markets which is not changed by minor short-term market fluctuations, but does change when large interim deviations occur. The assumptions we use may differ materially from actual results due to changing market and economic conditions, higher or lower withdrawal rates or longer or shorter life spans of the participants.
Critical Accounting Policies
          Our 2004 Form 10-K described the accounting policies that are critical to the understanding of our results of operations, financial condition and liquidity. The accounting policies described in the 2004 Form 10-K were consistently applied to the consolidated interim financial statements for the six months ended June 30, 2005.
          As stated in our 2004 Form 10K, we adopted FAS 142, Goodwill and Other Intangible Assets, on January 1, 2002. As part of the adoption of FAS 142, we are required to test goodwill on an annual basis. We performed a January 1, 2005 impairment test during the first quarter and concluded that goodwill is not impaired.
Recent Accounting Pronouncements
          See — Financial Statement Footnote 3.

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Assurant Consolidated
Overview
          The tables below present information regarding Assurant’s Consolidated results of operations:
                                 
    For the Three Months Ended     For the Six Months Ended  
    June 30,     June 30,  
    2005     2004     2005     2004  
    (in thousands)     (in thousands)  
Revenues:
                               
Net earned premiums and other considerations
  $ 1,623,239     $ 1,615,473     $ 3,255,133     $ 3,240,711  
Net investment income
    177,018       157,628       341,218       311,452  
Net realized gains on investments
    4,079       5,722       4,571       19,946  
Amortization of deferred gain on disposal of businesses
    11,784       14,262       23,647       28,759  
Loss on disposal of businesses
          (9,232 )           (9,232 )
Fees and other income
    58,183       55,310       112,088       107,435  
 
                       
Total revenues
    1,874,303       1,839,163       3,736,657       3,699,071  
 
                       
Benefits, losses and expenses:
                               
Policyholder benefits
    (924,011 )     (943,049 )     (1,867,535 )     (1,912,014 )
Selling, underwriting and general expenses (1)
    (746,879 )     (736,236 )     (1,473,672 )     (1,472,092 )
Interest expense
    (15,314 )     (15,834 )     (30,628 )     (25,997 )
Distribution on preferred securities
                      (2,163 )
 
                       
Total benefits, losses and expenses
    (1,686,204 )     (1,695,119 )     (3,371,835 )     (3,412,266 )
 
                       
Segment income before income tax
    188,099       144,044       364,822       286,805  
Income taxes
    (60,475 )     (48,834 )     (122,800 )     (97,217 )
 
                       
Segment income after tax
  $ 127,624     $ 95,210     $ 242,022     $ 189,588  
 
                       
 
(1)   Includes amortization of DAC and VOBA and underwriting, general and administrative expenses.
          The following discussion provides a high level analysis of how the consolidated results were affected by our four operating business segments and our Corporate & other segment. Please see the results of operations discussions for each of these segments contained in this document for more detail analysis of the fluctuations.
For The Three Months Ended June 30, 2005 Compared to The Three Months Ended June 30, 2004.
Net Income
          Net income increased by $32,414, or 34%, to $127,624 for the three months ended June 30, 2005 from $95,210 for the three months ended June 30, 2004. The increase in net income was primarily due to increases in Assurant Solutions and Assurant Health. The increase in Assurant Solutions was primarily attributable to improved loss experience in their Specialty Property businesses and improved underwriting results and increased fee and investment income in their Consumer Protection businesses. The increase in Assurant Health was primarily attributable to an improved loss ratio in their small employer group business, partially offset by a decline in members in both individual markets and small employer group business.
Total Revenues
          Total revenues increased by $35,140, or 2%, to $1,874,303 for the three months ended June 30, 2005 from $1,839,163 for the three months ended June 30, 2004. The increase in total revenues was primarily due to increases in Assurant Solutions and Assurant Employee Benefits partially offset by a decrease in Assurant Health. The increase in Assurant Solutions was primarily due to an increase in net earned premiums and other considerations from their specialty property products of $14,968 and from their consumer protection products of $11,090. Also contributing to the increase in Assurant Solutions was an increase in net investment income of $7,394 and fee and other income of $5,120. The increase in Assurant Employee Benefits was primarily due to an increase in net earned premiums and other considerations of $7,261. The decrease in Assurant Health was primarily due to a decline in net earned premiums from their

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small employer group business of $31,914, partially offset by an increase in their individual markets business of $16,847.
Total Expenses
          Total expenses decreased by $8,915, or 1%, to $1,686,204 for the three months ended June 30, 2005 from $1,695,119 for the three months ended June 30, 2004. The decrease in total expenses was primarily due to a decrease in Assurant Health partially offset by increases in Assurant Solutions and Assurant Employee Benefits. The decrease in Assurant Health was primarily due to a decrease in their loss ratio of 290 basis points from 64.1% to 61.2%. The increase in Assurant Solutions was primarily driven by an increase in selling, underwriting and general expenses of $6,410. The increase at Assurant Employee Benefits was primarily driven by an increase in policyholder benefits of $12,695 and selling, underwriting and general expenses of $2,290.
For The Six Months Ended June 30, 2005 Compared to The Six Months Ended June 30, 2004.
Net Income
          Net income increased by $52,434, or 28%, to $242,022 for the six months ended June 30, 2005 from $189,588 for the six months ended June 30, 2004. The increase in net income was primarily due to increases in Assurant Solutions and Assurant Health partially offset by a decrease in Corporate & other. The increase in Assurant Solutions was primarily attributable to improved loss experience in their Specialty Property businesses and increased fee and investment income in their Consumer Protection businesses. The increase in Assurant Health was primarily attributable to an improved loss ratio in their small employer group business, partially offset by a decline in members in both individual markets and small employer group business. The decrease in Corporate & other was primarily due to a decrease in realized gains on investments and the continued decline in the amortization of deferred gains from the sale of the FFG and LTC businesses. These declines were partially offset by the loss on the sale of our Workability division that was recognized in May 2004.
Total Revenues
          Total revenues increased by $37,586, or 1%, to $3,736,657 for the six months ended June 30, 2005 from $3,699,071 for the six months ended June 30, 2004. The increase in total revenues was driven by increases in Assurant Solutions and Assurant Employee Benefits partially offset by decreases in Assurant Health, Assurant PreNeed, and Corporate & other. The increase in Assurant Solutions was primarily due to an increase in net earned premiums and other considerations from their specialty property products of $33,105, partially offset by a decrease from their consumer protection products of $14,865. Also contributing to the increase in Assurant Solutions was an increase in net investment income of $10,800 and fees and other income of $12,016. The increase in Assurant Employee Benefits was primarily due to an increase in net earned premiums and other considerations of $35,139 and net investment income of $3,098, partially offset by a decrease in fees and other income of $3,936 due to the sale of the Workability division in May 2004. The decrease in Assurant Health was primarily due to a decline in net earned premiums from their small employer group business of $54,896 partially offset by an increase in their individual markets business of $38,408. The decrease in Assurant PreNeed was primarily a result of a decrease in net earned premiums and other considerations of $22,469 and fees and other income of $2,552, partially offset by the increase in net investment income primarily due to $9,409 recognized from a real estate partnership. The decrease in Corporate & other was primarily due to a decrease in realized gains on investments of $15,375 and due to the continued decline in amortization of the deferred gain from the sale of the FFG and LTC businesses of $5,112, offset by the non-recurring loss of $9,232 recognized in May of 2004 on the sale of the Workability division.

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Total Expenses
          Total expenses decreased by $40,431 or 1%, to $3,371,835 for the six months ended June 30, 2005 from $3,412,266 for the six months ended June 30, 2004. The decrease in total expenses was driven by decreases in Assurant Solutions, Assurant Health, and Assurant PreNeed partially offset by an increase in Assurant Employee Benefits. The decrease in Assurant Solutions was largely driven by a decrease in policyholder benefits of $27,053 primarily attributable to improved loss experience from their Specialty Property businesses and decreased losses associated with the decline in their domestic credit insurance business. This decrease was partially offset by an increase in selling, underwriting and general expenses of $14,449. The decrease in Assurant Health was primarily due to a decrease in their loss ratio of 240 basis points from 64.4% to 62.0%. The decrease in Assurant Preneed was primarily due to a decrease in policyholder benefits of $17,158. The increase in Assurant Employee Benefits was driven by an increase in policyholder benefits of $36,107.
Assurant Solutions
Overview
          The tables below present information regarding Assurant Solutions’ segment results of operations:
                                 
    For the Three Months Ended     For the Six Months Ended  
    June 30,     June 30,  
    2005     2004     2005     2004  
    (in thousands)     (in thousands)  
Revenues:
                               
Net earned premiums and other considerations
  $ 636,688     $ 610,630     $ 1,251,935     $ 1,233,695  
Net investment income
    52,262       44,868       100,427       89,627  
Fees and other income
    40,938       35,818       77,041       65,025  
 
                       
Total revenues
    729,888       691,316       1,429,403       1,388,347  
 
                       
Benefits, losses and expenses:
                               
Policyholder benefits
    (221,473 )     (220,215 )     (424,738 )     (451,791 )
Selling, underwriting and general expenses
    (420,797 )     (414,387 )     (835,386 )     (820,937 )
 
                       
Total benefits, losses and expenses
    (642,270 )     (634,602 )     (1,260,124 )     (1,272,728 )
 
                       
Segment income before income tax
    87,618       56,714       169,279       115,619  
Income taxes
    (29,056 )     (18,146 )     (55,947 )     (36,998 )
 
                       
Segment income after tax
  $ 58,562     $ 38,568     $ 113,332     $ 78,621  
 
                       
Net earned premiums and other considerations by major product groupings:
                               
Specialty Property Solutions(1)
  $ 207,723     $ 192,755     $ 408,841     $ 375,736  
Consumer Protection Solutions(2)
    428,965       417,875       843,094       857,959  
 
                       
Total
  $ 636,688     $ 610,630     $ 1,251,935     $ 1,233,695  
 
                       
Gross written premiums for selected product groupings: (3)
                               
Domestic Credit
  $ 194,667     $ 211,642     $ 385,385     $ 448,122  
International Credit
  $ 157,449     $ 139,978     $ 320,196     $ 268,569  
Domestic Extended Service Contracts (4)
  $ 241,035     $ 211,684     $ 494,284     $ 475,017  
International Extended Service Contracts (4)
  $ 50,593     $ 11,098     $ 98,163     $ 21,795  
Specialty Property (1)
  $ 341,298     $ 320,717     $ 640,655     $ 623,790  
 
(1)   “Specialty Property” includes a variety of specialized property insurance programs that are coupled with differentiated administrative capabilities, such as creditor placed and voluntary homeowners, manufactured housing homeowners and other specialty property products.
 
(2)   “Consumer Protection” includes an array of credit insurance programs and extended service contracts.

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(3)   Gross written premium does not necessarily translate to an equal amount of subsequent net earned premium since Assurant Solutions reinsures a portion of its premium to insurance subsidiaries of its clients.
 
(4)   Extended Service Contracts includes warranty contracts for products such as personal computers, consumer electronics and appliances.
For The Three Months Ended June 30, 2005 Compared to The Three Months Ended June 30, 2004.
Net Income
          Segment net income increased by $19,994, or 52%, to $58,562 for the three months ended June 30, 2005 from $38,568 for the three months ended June 30, 2004. The increase in segment income is primarily attributable to improved loss experience and, to a lesser extent, higher net earned premiums in all of our Specialty Property businesses. Growth from our Consumer Protection businesses is also contributing to improved underwriting results, and an increase in fee income and investment income.
Total Revenues
          Total revenues increased by $38,572, or 6%, to $729,888 for the three months ended June 30, 2005 from $691,316 for the three months ended June 30, 2004. This increase is primarily due to an increase in net earned premiums and other considerations of $26,058. Net earned premiums and other considerations from our specialty property products increased $14,968 primarily due to an increase in net earned premiums from our creditor-placed homeowners insurance business. Net earned premiums and other considerations from our consumer protection products increased by $11,090, primarily due to higher net earned premiums in our extended service contract and international businesses. This increase was partially offset by the continued decline of our domestic credit insurance business. The increase in revenues was also driven by an increase in net investment income of $7,394. The increase was a result of an increase in the average portfolio yield of 56 basis points to 5.28% for the three months ended June 30, 2005, from 4.72% for the three months ended June 30, 2004 and the average invested assets increased by approximately 4%. Approximately $4,100 of the increase in net investment income was due to a non-recurring item during the second quarter of 2005. The increase in revenues was also driven by an increase in fees and other income of $5,120, or 14%, mainly due to an increase from our debt deferment and extended service contract products.
          We experienced steady growth in all of our core product groupings, with the exception of our domestic credit insurance business. Gross written premiums in our domestic credit insurance business decreased by $16,975 due to the continued decline of this product line. Gross written premiums from our international credit business increased by $17,471, primarily due to our focus on international expansion. Gross written premiums in our domestic extended service contract business increased by $29,351, due to the addition of new clients and growth generated from existing clients. Gross written premiums in our international extended service contract business increased by $39,495, primarily due to the signing of a new client in Canada in 2004. Gross written premiums from our specialty property solutions products increased by $20,581, primarily due to growth in our manufactured housing homeowners insurance products.
Total Expenses
          Total expenses increased by $7,668, or 1%, to $642,270 for the three months ended June 30, 2005 from $634,602 for the three months ended June 30, 2004. This increase was partly due to an increase in policyholder benefits of $1,258. This small increase, in relation to the related larger increase in net earned premiums, was primarily attributable to improved loss experience from our Specialty Property businesses. Additionally there were decreased losses associated with the decline of our domestic credit insurance business. The majority of the increase in expenses was due to an increase in selling, underwriting and general expenses of $6,410. Commissions, taxes, licenses and fees, of which amortization of DAC is a component, increased by $2,644 primarily due to the associated increase in revenues, partially offset by lower premium taxes attributable to the change in the mix of business. General expenses increased by $3,766, primarily due to higher expenses attributable to general business growth, partially offset by productivity gain initiatives in our credit insurance product line.

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For The Six Months Ended June 30, 2005 Compared to The Six Months Ended June 30, 2004.
Net Income
          Segment net income increased by $34,711, or 44%, to $113,332 for the six months ended June 30, 2005 from $78,621 for the six months ended June 30, 2004. The increase in segment income is primarily attributable to improved loss experience and, to a lesser extent, higher net earned premiums in all of our Specialty Property businesses. Growth from our Consumer Protection businesses is contributing to an increase in fee income and investment income.
Total Revenues
          Total revenues increased by $41,056, or 3%, to $1,429,403 for the six months ended June 30, 2005 from $1,388,347 for the six months ended June 30, 2004. This increase is primarily due to an increase in net earned premiums and other considerations of $18,240. Net earned premiums and other considerations from our specialty property products increased by $33,105, primarily due to an increase in net earned premiums in our creditor-placed homeowners insurance business. Net earned premiums and other considerations from our consumer protection products decreased by $14,865, primarily from the continued decline of our domestic credit insurance business, partially offset by higher net earned premiums in our international business. The increase in revenues was also driven by an increase in net investment income of $10,800. The increase was a result of an increase in the average portfolio yield of 36 basis points to 5.07% for the six months ended June 30, 2005, from 4.71% for the six months ended June 30, 2004 and the average invested assets increased by approximately 4%. The increase in revenues was also driven by an increase in fees and other income of $12,016, or 18%, mainly due to an increase in fees related to growth from debt deferment and extended service contracts products.
          We experienced steady growth in all of our core product groupings, with the exception of our domestic credit insurance business. Gross written premiums in our domestic credit insurance business decreased by $62,737 due to the continued decline of this product line. Gross written premiums from our international credit business increased by $51,627 due to our focus on international expansion. Gross written premiums in our domestic extended service contract business increased by $19,267 due to the addition of new clients and growth generated from existing clients. Gross written premiums in our international extended service contract business increased by $76,368, primarily due to the signing of a new client in Canada in 2004. Gross written premiums from our specialty property products increased by $16,865 primarily due to growth in our manufactured housing homeowners insurance products.
Total Expenses
          Total expenses decreased by $12,604 or 1%, to $1,260,124 for the six months ended June 30, 2005 from $1,272,728 for the six months ended June 30, 2004. This decrease was largely driven by a decrease in policyholder benefits of $27,053. The decrease was primarily attributable to improved loss experience from our Specialty Property businesses and decreased losses associated with the decline of our domestic credit insurance business. This decrease was partially offset by an increase in selling, underwriting and general expenses of $14,449. Commissions, taxes, licenses and fees, of which amortization of DAC is a component, increased by $12,215 primarily due to the associated increase in revenues, partially offset by lower premium taxes attributable to the change in the mix of business. General expenses increased by $2,234, primarily due to higher expenses attributable to general business growth, partially offset by productivity gain initiatives in our credit insurance product line.

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Assurant Health
Overview
          The tables below present information regarding Assurant Health’s segment results of operations:
                                 
    For the Three Months Ended     For the Six Months Ended  
    June 30,     June 30,  
    2005     2004     2005     2004  
    (in thousands)     (in thousands)  
Revenues:
                               
Net earned premiums and other considerations
  $ 544,294     $ 559,361     $ 1,093,820     $ 1,110,308  
Net investment income
    17,170       16,716       34,875       33,663  
Fees and other income
    10,270       11,035       20,601       20,390  
 
                       
Total revenues
    571,734       587,112       1,149,296       1,164,361  
 
                       
Benefits, losses and expenses:
                               
Policyholder benefits
    (333,101 )     (358,729 )     (678,469 )     (714,844 )
Selling, underwriting and general expenses
    (163,385 )     (167,753 )     (320,148 )     (333,154 )
 
                       
Total benefits, losses and expenses
    (496,486 )     (526,482 )     (998,617 )     (1,047,998 )
 
                       
Segment income before income tax
    75,248       60,630       150,679       116,363  
Income taxes
    (25,881 )     (20,695 )     (51,639 )     (39,720 )
 
                       
Segment income after tax
  $ 49,367     $ 39,935     $ 99,040     $ 76,643  
 
                       
Net earned premiums and other considerations:
                               
Individual markets:
                               
Individual medical
  $ 290,047     $ 272,593     $ 577,360     $ 536,565  
Short term medical
    28,115       28,722       53,990       56,377  
 
                       
Subtotal
    318,162       301,315       631,350       592,942  
Small employer group:
    226,132       258,046       462,470       517,366  
 
                       
Total
  $ 544,294     $ 559,361     $ 1,093,820     $ 1,110,308  
 
                       
Membership by product line:
                               
Individual markets:
                               
Individual medical
    662       673       662       673  
Short term medical
    129       137       129       137  
 
                       
Subtotal
    791       810       791       810  
Small employer group:
    287       367       287       367  
 
                       
Total
    1,078       1,177       1,078       1,177  
 
                       
Ratios:
                               
Loss ratio (1)
    61.2 %     64.1 %     62.0 %     64.4 %
Expense ratio (2)
    29.5 %     29.4 %     28.7 %     29.5 %
Combined ratio (3)
    89.5 %     92.3 %     89.6 %     92.7 %
 
(1)   The loss ratio is equal to policyholder benefits divided by net earned premiums and other considerations.
 
(2)   The expense ratio is equal to selling, underwriting and general expenses divided by net earned premiums and other considerations and fees and other income.
 
(3)   The combined ratio is equal to total benefits, losses and expenses divided by net earned premiums and other considerations and fees and other income.

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For The Three Months Ended June 30, 2005 Compared to The Three Months Ended June 30, 2004.
Net Income
          Segment net income increased by $9,432, or 24%, to $49,367 for the three months ended June 30, 2005, from $39,935 for the three months ended June 30, 2004. The increase in segment income is primarily attributable to an improved loss ratio in our small employer group business, partially offset by a decline in members in both individual markets and small employer group business due to increased competition.
Total Revenues
          Total revenues decreased by $15,378, or 3%, to $571,734 for the three months ended June 30, 2005, from $587,112 for the three months ended June 30, 2004. Net earned premiums and other considerations from our individual markets business increased by $16,847 primarily due to premium rate increases partially offset by a decline in members. Net earned premiums and other considerations from our small employer group business decreased by $31,914 due to a decline in members partially offset by premium rate increases. Both individual markets and the small employer group business have experienced decreases in new business written primarily due to increased competition in their respective markets.
Total Expenses
          Total expenses decreased by $29,996, or 6%, to $496,486 for the three months ended June 30, 2005, from $526,482 for the three months ended June 30, 2004. The loss ratio decreased by 290 basis points, from 64.1% to 61.2%. The expense ratio increased by 10 basis points, from 29.4% to 29.5%. The decrease in expenses and the loss ratio was largely due to a decrease in policyholder benefits of $25,628 due to the overall decline in members and favorable large claims experience in the small employer group business. The decrease in expenses was also due to a decrease in selling, general and underwriting expenses of $4,368 primarily due to a decline in first year business in 2005 compared to 2004, resulting in decreased commission expense and other acquisition costs in both individual markets and small employer group business
For The Six Months Ended June 30, 2005 Compared to The Six Months Ended June 30, 2004.
Net Income
          Segment net income increased by $22,397, or 29%, to $99,040 for the six months ended June 30, 2005, from $76,643 for the six months ended June 30, 2004. The increase in segment income is primarily attributable to an improved loss ratio in our small employer group business, partially offset by a decline in members in both individual markets and small employer group business due to increased competition.
Total Revenues
          Total revenues decreased by $15,065, or 1%, to $1,149,296 for the six months ended June 30, 2005, from $1,164,361 for the six months ended June 30, 2004. Net earned premiums and other considerations from our individual markets business increased by $38,408 primarily due to premium rate increases partially offset by a decline in members. Net earned premiums and other considerations from our small employer group business decreased by $54,896 due to a decline in members partially offset by premium rate increases. Both individual markets and the small employer group business have experienced decreases in new business written primarily due to increased competition in their respective markets.
Total Expenses
          Total expenses decreased by $49,381, or 5%, to $998,617 for the six months ended June 30, 2005, from $1,047,998 for the six months ended June 30, 2004. The loss ratio decreased by 240 basis points, from 64.4% to 62.0%. The expense ratio decreased by 80 basis points, from 29.5% to 28.7%. The decrease in expenses and the loss ratio was largely due to a decrease in policyholder benefits of $36,375 due to the overall decline in members and favorable large claims experience in the small employer group business. The decrease in expenses was also due to a decrease in selling, general and underwriting expense of $13,006 primarily due to a decline in first year business in 2005 compared to 2004, resulting in decreased

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commission expense and other acquisition costs in both individual markets and small employer group business.
Assurant Employee Benefits
Overview
          The tables below present information regarding Assurant Employee Benefits’ segment results of operations:
                                 
    For the Three Months Ended     For the Six Months Ended  
    June 30,     June 30,  
    2005     2004     2005     2004  
    (in thousands)     (in thousands)  
Revenues:
                               
Net earned premiums and other considerations
  $ 316,420     $ 309,159     $ 662,342     $ 627,203  
Net investment income
    38,274       37,437       76,257       73,159  
Fees and other income
    6,993       6,734       13,182       17,118  
 
                       
Total revenues
    361,687       353,330       751,781       717,480  
 
                       
Benefits, losses and expenses:
                               
Policyholder benefits
    (241,537 )     (228,842 )     (509,275 )     (473,168 )
Selling, underwriting and general expenses
    (105,027 )     (102,737 )     (202,044 )     (202,082 )
 
                       
Total benefits, losses and expenses
    (346,564 )     (331,579 )     (711,319 )     (675,250 )
 
                       
Segment income before income tax
    15,123       21,751       40,462       42,230  
Income taxes
    (5,311 )     (7,725 )     (14,271 )     (14,954 )
 
                       
Segment income after tax
  $ 9,812     $ 14,026     $ 26,191     $ 27,276  
 
                       
Ratios:
                               
Loss ratio (1)
    76.3 %     74.0 %     76.9 %     75.4 %
Expense ratio (2)
    32.5 %     32.5 %     29.9 %     31.4 %
Net earned premiums and other considerations
                               
By major product grouping:
                               
Group dental
  $ 128,323     $ 130,453     $ 256,565     $ 261,720  
Group disability single premiums for closed blocks (3)
                26,700       13,103  
All Other group disability
    123,078       114,986       247,855       225,687  
Group life
    65,019       63,720       131,222       126,693  
 
                       
Total
  $ 316,420     $ 309,159     $ 662,342     $ 627,203  
 
                       
 
(1)   The loss ratio is equal to policyholder benefits divided by net earned premiums and other considerations.
 
(2)   The expense ratio is equal to selling, underwriting and general expenses divided by net earned premiums and other considerations and fees and other income.
 
(3)   This represents single premium on closed blocks of group disability business.
For The Three Months Ended June 30, 2005 Compared to The Three Months Ended June 30, 2004.
Net Income
          Segment net income decreased by $4,214, or 30%, to $9,812 for the three months ended June 30, 2005 from $14,026 for the three months ended June 30, 2004. The decrease in segment income was primarily due to an increase in policyholder benefits driven largely by reduced disability claim closures due to death.

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Total Revenues
          Total revenues increased by $8,357, or 2%, to $361,687 for the three months ended June 30, 2005 from $353,330 for the three months ended June 30, 2004. Net earned premiums and other considerations increased by $7,261, due to growth in disability business written through alternate distribution sources, as well as increased sales in our group disability and group life products.
Total Expenses
          Total expenses increased by $14,985, or 5%, to $346,564 for the three months ended June 30, 2005 from $331,579 for the three months ended June 30, 2004. The loss ratio increased by 230 basis points, from 74.0% to 76.3%. The expense ratio remained unchanged at 32.5%. The increase in expenses and the loss ratio was largely due to an increase in policyholder benefits of $12,695 driven by reduced disability claim closures due to death, and an increase in business written through alternate distribution sources. Also contributing to the increase in expenses was an increase in selling, underwriting and general expenses of $2,290 driven by an increase in technology-related costs, partially offset by lower expenses due to the sale of the Workability division in May 2004.
For The Six Months Ended June 30, 2005 Compared to The Six Months Ended June 30, 2004.
Net Income
          Segment net income decreased by $1,085, or 4%, to $26,191 for the six months ended June 30, 2005 from $27,276 for the six months ended June 30, 2004. The decrease in segment income was largely due to an increase in policyholder benefits driven largely by reduced disability claim closures. While disability claim closures due to claimant recovery are similar between 2004 and 2005, closures due to death are lower in 2005. Unfavorable group dental experience as a result of the competitive dental market also contributed to the increase in policyholder benefits, partially offset by favorable development in group life mortality.
Total Revenues
          Total revenues increased by $34,301, or 5%, to $751,781 for the six months ended June 30, 2005 from $717,480 for the six months ended June 30, 2004. Net earned premiums and other considerations increased by $35,139, due to growth in disability business written through alternate distribution sources, including an increase of $13,597 for single premiums related to risk for closed blocks of disability business, as well as increased sales in our group disability and group life products. Net investment income increased by $3,098 due to an increase in the average invested assets of approximately 2%, and an increase in the average portfolio yield of 11 basis points to 6.17% for the six months ended June 30, 2005 from 6.06% for the six months ended June 30, 2004. Fees and other income decreased $3,936 due to the sale of the Workability division in May 2004.
Total Expenses
          Total expenses increased by $36,069, or 5%, to $711,319 for the six months ended June 30, 2005 from $675,250 for the six months ended June 30, 2004. The loss ratio increased by 150 basis points from 75.4% to 76.9%. The expense ratio decreased by 150 basis points from 31.4% to 29.9%. The increase in expenses and the loss ratio was largely due to an increase in policyholder benefits of $36,107 driven primarily by reduced disability claim closures due to death, and an increase in business written through alternate distribution sources, including an increase of $13,265 due to the assumption of risk related to closed blocks of business. The decrease in the expense ratio was primarily due to level expenses compared to increased net earned premiums. The level expenses are the result of lower expenses in 2005 due to the sale of the Workability division in May 2004 and a non-recurring reduction in short-term incentive compensation in March 2005 partially offset by an increase in technology related costs.

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Assurant PreNeed
Overview
          The tables below present information regarding Assurant PreNeed’s segment results of operations:
                                 
    For the Three Months Ended     For the Six Months Ended  
    June 30,     June 30,  
    2005     2004     2005     2004  
    (in thousands)     (in thousands)  
Revenues:
                               
Net earned premiums and other considerations
  $ 125,837     $ 136,323     $ 247,036     $ 269,505  
Net investment income
    62,688       52,469       115,700       102,646  
Fees and other income
    (196 )     1,494       983       3,535  
 
                       
Total revenues
    188,329       190,286       363,719       375,686  
 
                       
Benefits, losses and expenses:
                               
Policyholder benefits
    (127,900 )     (135,263 )     (255,053 )     (272,211 )
Selling, underwriting and general expenses
    (40,732 )     (39,390 )     (78,263 )     (77,903 )
 
                       
Total benefits, losses and expenses
    (168,632 )     (174,653 )     (333,316 )     (350,114 )
 
                       
Segment income before income tax
    19,697       15,633       30,403       25,572  
Income taxes
    (6,857 )     (5,494 )     (10,607 )     (8,977 )
 
                       
Segment income after tax
  $ 12,840     $ 10,139     $ 19,796     $ 16,595  
 
                       
Net earned premiums and other considerations by channel
                               
AMLIC
  $ 64,299     $ 70,379     $ 128,888     $ 142,047  
Independent-United States
    55,353       61,190       106,212       118,608  
Independent-Canada
    6,185       4,754       11,936       8,850  
 
                       
Total
  $ 125,837     $ 136,323     $ 247,036     $ 269,505  
 
                       
For The Three Months Ended June 30, 2005 Compared to The Three Months Ended June 30, 2004.
Net Income
          Segment income after tax increased by $2,701 or 27% to $12,840 for the three months ended June 30, 2005 from $10,139 for the three months ended June 30, 2004. The increase is principally due to an increase in investment income. During the three months ended June 30, 2005, we recognized $6,116 (after-tax) of additional investment income from a real estate partnership. This increase was partially offset by a decline in the value of the Consumer Price Index (“CPI”) cap, a derivative instrument, an increase in death claim incidence, and higher growth paid on CPI indexed products.
Total Revenues
          Total revenues decreased by $1,957, or 1%, to $188,329 for the three months ended June 30, 2005 from $190,286 for the three months ended June 30, 2004. This decrease was primarily a result of a decrease in net earned premiums and other considerations of $10,486 due to a decline in sales of life policies. Sales at AMLIC have declined due to changes in the sales force structure at SCI, AMLIC’s principal customer. Independent-United States sales have declined as a result of continued pricing discipline on certain new business, resulting in the loss of several large customers. Life and annuity sales in Canada increased due to higher sales to national accounts. Additionally, fees and other income decreased $1,690 primarily due to a decline in the value of the CPI cap. These decreases were partially offset by the increase in net investment income primarily due to $9,409 from a real estate partnership.

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Total Expenses
          Total benefits, losses and expenses decreased by $6,021 or 3%, to $168,632 for the three months ended June 30, 2005 from $174,653 for the three months ended June 30, 2004. This was a result of a decrease in policyholder benefits of $7,363 primarily due to a decline in sales of life policies. This decrease was partially offset by increases in selling, underwriting and general expenses due to higher amortization of deferred acquisition costs.
For The Six Months Ended June 30, 2005 Compared to The Six Months Ended June 30, 2004.
Net Income
          Segment income after tax increased by $3,201, or 19% to $19,796 for the six months ended June 30, 2005 from $16,595 for the six months ended June 30, 2004. The increase is principally due to an increase in investment income realized from a real estate partnership. The increase was partially offset by a decline in the value of the CPI cap, an increase in death claim incidence, and higher growth paid on CPI indexed products.
Total Revenues
          Total revenues decreased by $11,967 or 3%, to $363,719 for the six months ended June 30, 2005 from $375,686 for the six months ended June 30, 2004. This decrease was primarily a result of a decrease in net earned premiums and other considerations of $22,469 due to a decline in sales of life policies. Sales at AMLIC have declined due to changes in the sales force structure at SCI, AMLIC’s principal customer. Independent-United States sales have declined as a result of continued pricing discipline on certain new business, resulting in the loss of several large customers. Life and annuity sales in Canada increased due to higher sales to national accounts. Additionally, fees and other income decreased $2,552 primarily due to a decline in the value of the CPI cap. These decreases were partially offset by the increase in net investment income primarily due to $9,409 from a real estate partnership. The remaining increase in net investment income is the result of an increase in the average invested assets of approximately 8%, partially offset by a decline in the average portfolio yield (excluding the net proceeds from the real estate joint venture transaction) of 24 basis points. The average portfolio yield decreased to 6.22 % for the six months ended June 30, 2005 from 6.46% for the six months ended June 30, 2004.
Total Expenses
          Total benefits, losses and expenses decreased by $16,798, or 5%, to $333,316 for the six months ended June 30, 2005 from $350,114 for the six months ended June 30, 2004. This decrease was primarily due to a decrease in policyholder benefits of $17,158 due to a decline in sales of life policies.
Assurant Corporate & Other
Overview
          The Corporate and Other segment includes activities of the holding company, financing expenses, net realized gains (losses) on investments and interest income earned from short-term investments held. The Corporate and Other segment also includes the amortization of deferred gains associated with the sales of Fortis Financial Group (FFG) (a business we sold via reinsurance on April 2, 2001) and Long Term Care (LTC) (a business we sold via reinsurance on March 1, 2000).

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          The tables below present information regarding Corporate & Other’s segment results of operations:
                                 
    For the Three Months Ended     For the Six Months Ended  
    June 30,     June 30,  
    2005     2004     2005     2004  
    (in thousands)     (in thousands)  
Revenues:
                               
Net investment income
  $ 6,624     $ 6,138     $ 13,959     $ 12,357  
Net realized gains on investments
    4,079       5,722       4,571       19,946  
Amortization of deferred gain on disposal of businesses
    11,784       14,262       23,647       28,759  
Loss on disposal of businesses
          (9,232 )           (9,232 )
Fees and other income
    178       229       281       1,367  
 
                       
Total revenues
    22,665       17,119       42,458       53,197  
 
                       
Benefits, losses and expenses:
                               
Selling, underwriting and general expenses
    (16,938 )     (11,969 )     (37,831 )     (38,016 )
Interest expense
    (15,314 )     (15,834 )     (30,628 )     (25,997 )
Distribution on preferred securities
                      (2,163 )
 
                       
Total benefits, losses and expenses.
    (32,252 )     (27,803 )     (68,459 )     (66,176 )
 
                       
Segment loss before income tax
    (9,587 )     (10,684 )     (26,001 )     (12,979 )
Income taxes
    6,630       3,226       9,664       3,432  
 
                       
Segment loss after tax
  $ (2,957 )   $ (7,458 )   $ (16,337 )   $ (9,547 )
 
                       
For The Three Months Ended June 30, 2005 Compared to The Three Months Ended June 30, 2004.
Net Loss
          Segment net loss decreased by $4,501, or 60%, to $2,957 for the three months ended June 30, 2005 from $7,458 for the three months ended June 30, 2004. The decrease in net loss was primarily due to the loss on the sale of our Workability business that was recognized in May of 2004 partially offset by the continued decline in the amortization of deferred gains from the sale of the FFG and LTC businesses.
Total Revenues
          Total revenues increased by $5,546, or 32%, to $22,665 for the three months ended June 30, 2005 from $17,119 for the three months ended June 30, 2004. The increase in total revenues was primarily due to the non-recurring loss of $9,232 recognized in May of 2004 on the sale of the Workability division. The increase was partially offset by the continued decline in amortization of the deferred gain from the sale of the FFG and LTC businesses of $2,478 and the decline in net realized gains on investment of $1,643 due to market conditions.
Total Expenses
          Total expenses increased by $4,449, or 16%, to $32,252 for the three months ended June 30, 2005 from $27,803 for the three months ended June 30, 2004. The increase in expenses was primarily due to increased compensation expense on stock appreciation rights plans, resulting from growth in our stock price during the period.
For The Six Months Ended June 30, 2005 Compared to The Six Months Ended June 30, 2004.

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Net Loss
          Segment net loss increased by $6,790, or 71%, to $16,337 for the six months ended June 30, 2005 from $9,547 for the six months ended June 30, 2004. The increase was primarily due to a decrease in realized gains on investments and the continued decline in the amortization of deferred gains from the sale of the FFG and LTC businesses. These declines were partially offset by the non-recurring loss on the sale of our Workability business that was recognized in May 2004.
Total Revenues
          Total revenues decreased by $10,739, or 20%, to $42,458 for the six months ended June 30, 2005 from $53,197 for the six months ended June 30, 2004. The decrease in total revenues was primarily due to a decrease in realized gains on investments of $15,375 due to market conditions and the continued decline in amortization of the deferred gain from the sale of the FFG and LTC businesses. These declines were offset by the non-recurring loss of $9,232 recognized in May of 2004 on the sale of the Workability division.
Total Expenses
          Total expenses increased by $2,283, or 3%, to $68,459 for the six months ended June 30, 2005 from $66,176 for the six months ended June 30, 2004. The increase in expenses was primarily due to a full six months of interest expense on our long-term debt compared to approximately four months in 2004.
Investments
          The following table shows the carrying value of our investments by type of security as of the dates indicated:
                                 
    As of     As of  
    June 30,     December 31,  
    2005     2004  
    (in thousands)  
Fixed maturities
  $ 9,426,470       79 %   $ 9,122,902       79 %
Equity securities
    569,950       5       520,882       4  
Commercial mortgage loans on real estate
    1,105,074       9       1,053,872       9  
Policy loans
    63,994       1       64,886       1  
Short-term investments
    255,321       2       300,093       3  
Other investments
    556,125       4       550,080       4  
 
                       
Total investments (excluding collateral held under securities lending)
  $ 11,976,934       100 %   $ 11,612,715       100 %
 
                       
          Of our fixed maturity securities shown above, 68% and 67% (based on total fair value) were invested in securities rated “A” or better as of June 30, 2005 and December 31, 2004, respectively.
          The following table provides the cumulative net unrealized gains (pre-tax) on fixed maturity securities and equity securities as of the dates indicated:
                 
    As of     As of  
    June 30,     December 31,  
    2005     2004  
    (in thousands)  
Fixed maturities:
               
Amortized cost
  $ 8,863,773     $ 8,625,394  
Net unrealized gains
    562,697       497,508  
 
           

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    As of     As of  
    June 30,     December 31,  
    2005     2004  
    (in thousands)  
Fair value
  $ 9,426,470     $ 9,122,902  
 
           
Equities:
               
Cost
  $ 562,170     $ 506,879  
Net unrealized gains
    7,780       14,003  
 
           
Fair value
  $ 569,950     $ 520,882  
 
           
          Net unrealized gains on fixed maturity securities increased by $65,189, or 13%, from December 31, 2004 to June 30, 2005. The increase in net unrealized gains on fixed maturities was primarily due to a 30 basis points decrease in the 10 year treasury yields. Net unrealized gains on equity securities decreased by $6,223, or 44%, from December 31, 2004 to June 30, 2005. The decrease in net unrealized gains on equity securities was primarily due to a 1% drop in the market value of preferred securities from December 31, 2004 to June 30, 2005 in the Merrill Lynch Preferred Stock Hybrid Securities Index.
          The investment category of the Company’s gross unrealized losses on fixed maturities and equity securities at June 30, 2005 and the length of time the securities have been in an unrealized loss position were as follows (in thousands):
                                                 
    Less than 12 months     12 Months or More     Total  
            Unrealized             Unrealized             Unrealized  
    Fair Value     Losses     Fair Value     Losses     Fair Value     Losses  
Fixed maturities
                                               
Bonds
  $ 1,183,702     $ (10,737 )   $ 222,075     $ (5,205 )   $ 1,405,777     $ (15,942 )
 
                                   
Equity securities
                                               
Common Stock
  $     $     $ 26     $ (52 )   $ 26     $ (52 )
Non-redeemable preferred stocks
    146,105       (2,542 )     44,007       (1,867 )     190,112       (4,409 )
 
                                   
Total equity securities
  $ 146,105     $ (2,542 )   $ 44,033     $ (1,919 )   $ 190,138     $ (4,461 )
 
                                   
          The total unrealized loss represents less than 2% of the aggregate fair value of the related securities. Approximately 65% of these unrealized losses have been in a continuous loss position for less than twelve months. The total unrealized losses are comprised of 650 individual securities with 98% of the individual securities having an unrealized loss of less than $200. The total unrealized losses on securities that were in a continuous unrealized loss position for greater than six months but less than 12 months were approximately $5,062, with no security with a unrealized loss of greater than $200 having a market value below 83% of book value.
          As part of our ongoing monitoring process, we regularly review our investment portfolio to ensure that investments that may be other than temporarily impaired are identified on a timely basis fashion and that any impairment is charged against earnings in the proper period. We have reviewed these securities and record $900 and $817 of additional other than temporary impairments as of June 30, 2005 and June 30, 2004, respectively. Due to issuers’ continued satisfaction of the securities’ obligations in accordance with their contractual terms and their continued expectations to do so, as well as our evaluation of the fundamentals of the issuers’ financial condition, we believe that the prices of the securities in an unrealized loss position as of June 30, 2005 in the sectors discussed above were temporarily depressed primarily as a result of the prevailing level of interest rates at the time the securities were purchased.
          Net investment income increased by $19,390, or 12.3%, to $177,018 for the three months ended June 30, 2005 from $157,628 for the three months ended June 30, 2004 and increased by $29,766, or 9.6%, to $341,218 for the six months ended June 30, 2005 from $311,452 for the six months ended June 30, 2004. The increases were primarily due to an increase in invested assets and investment yields. The average portfolio yield increased by 6 basis points to 5.63% for the three months ended June 30, 2005 from 5.57% for the three months ended June 30, 2004 and increased by 9 basis points to 5.57% for the six months ended June 30, 2005 from 5.48% for the six months ended June 30, 2004. The average invested assets increased by approximately 5% for the same periods year over year.

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Liquidity and Capital Resources
          Assurant, Inc. is a holding company, and as such, has limited direct operations of its own. Our holding company assets consist primarily of the capital stock of our subsidiaries. Accordingly, our future cash flows depend upon the availability of dividends and other statutorily permissible payments from our subsidiaries, such as payments under our tax allocation agreement and under management agreements with our subsidiaries. The ability to pay such dividends and to make such other payments will be limited by applicable laws and regulations of the states in which our subsidiaries are domiciled, which subject our subsidiaries to significant regulatory restrictions. The dividend requirements and regulations vary from state to state and by type of insurance provided by the applicable subsidiary. These laws and regulations require, among other things, our insurance subsidiaries to maintain minimum solvency requirements and limit the amount of dividends these subsidiaries can pay to the holding company. Solvency regulations, capital requirements and rating agencies are some of the factors used in determining the amount of capital used for dividends. For 2005, the maximum amount of distributions our subsidiaries could pay under applicable laws and regulations without prior regulatory approval is approximately $364,000.
          Dividends paid by our subsidiaries were $94,800 and $361,730 for the six months ended June 30, 2005, and for the year ended December 31, 2004, respectively. We use these cash inflows primarily to pay expenses, to make interest payments on indebtedness, to make dividend payments to our stockholders, and to repurchase our outstanding shares.
          The primary sources of funds for our subsidiaries consist of premiums and fees collected, the proceeds from the sales and maturity of investments and investment income. Cash is primarily used to pay insurance claims, agent commissions, operating expenses and taxes. We generally invest our subsidiaries’ excess funds in order to generate income.
           On August 12, 2005, the Company announced that the Board of Directors declared a quarterly dividend of $0.08 per common share. The dividend will be payable on September 7, 2005 to shareholders of record as of August 23, 2005. We paid dividends of $0.07 per common share on March 14, 2005 to shareholders of record as of February 28, 2005. We also paid dividends of $0.08 per common share on June 7, 2005, to shareholders of record as of May 23, 2005. Any determination to pay future dividends will be at the discretion of our board of directors and will be dependent upon: our subsidiaries’ payment of dividends and/or other statutorily permissible payments to us; our results of operations and cash flows; our financial position and capital requirements; general business conditions; any legal, tax, regulatory and contractual restrictions on the payment of dividends; and any other factors our board of directors deems relevant.
          Our qualified pension plan was under-funded by $57,400 at December 31, 2004. We contributed $40,000 as of March 31, 2005 and reduced the under-funded status of our qualified pension plan. We do not expect to make any additional contributions for the remainder of 2005. See Note 7 of Notes to the Consolidated Unaudited Interim Financial Statements included elsewhere in this report for the components of the net periodic benefit cost for the three and six months ended June 30, 2005 and 2004.
          The Company maintains a $500,000 commercial paper program, which is available for working capital and other general corporate purposes. Our subsidiaries do not maintain commercial paper or other borrowing facilities at their level. This program is backed up by a $500,000 senior revolving credit facility with a syndicate of banks arranged by J.P. Morgan Securities, Inc. (successor by merger to Banc One Capital Markets, Inc.) and Citigroup Global Market, Inc., which was established on January 30, 2004. In April 2005, we amended and restated our $500,000 senior revolving credit facility with a syndicate of banks arranged by Citibank and JP Morgan Chase Bank. The amended and restated credit facility is unsecured and is available until April 2010, so long as the Company is in compliance with all the covenants. This facility is also available for general corporate purposes, but to the extent used thereto, would be unavailable to back up the commercial paper program. There were no amounts relating to the commercial paper program outstanding at June 30, 2005. We did not use the revolving credit facility during the six months ended June 30, 2005 and no amounts are outstanding.

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          The revolving credit facility contains restrictive covenants. The terms of the revolving credit facility also require that we maintain certain specified minimum ratios or thresholds. We are in compliance with all covenants and we maintain all specified minimum ratios and thresholds.
          On February 18, 2004, we issued two series of senior notes in an aggregate principal amount of $975,000. The first series is $500,000 in principal amount, bears interest at 5.625% per year and is payable in a single installment due February 15, 2014. The second series is $475,000 in principal amount, bears interest at 6.750% per year and is payable in a single installment due February 15, 2034.
          Interest on our senior notes is payable semi-annually on February 15 and August 15 of each year. The senior notes are our unsecured obligations and rank equally with all of our other senior unsecured indebtedness. The senior notes are not redeemable prior to maturity.
          In management’s opinion, our subsidiaries’ cash flow from operations together with our income and gains from our investment portfolio will provide sufficient liquidity to meet our needs in the ordinary course of business.
Cash Flows
          We monitor cash flows at both the consolidated and subsidiary levels. Cash flow forecasts at the consolidated and subsidiary levels are provided on a monthly basis, and we use trend and variance analyses to project future cash needs.
          The table below shows our recent net cash flows:
                 
    For The Six Months  
    Ended June 30,  
    2005     2004  
    (in thousands)  
Net cash provided by (used in):
               
Operating activities
  $ 194,610     $ 313,359  
Investing activities
    (408,182 )     (520,955 )
Financing activities
    (92,740 )     (141,731 )
 
           
Net change in cash
  $ (306,312 )   $ (349,327 )
 
           
Operating activities:
          The key changes of the net cash inflow of $194,610 for the six months ended June 30, 2005 compared to net cash inflow of $313,359 for the six months ended June 30, 2004 were changes in DAC and policy reserves. We prepare our operating cash flow statement under the indirect method.
Investing Activities:
          The key changes of the net cash outflow of $408,182 for the six months ended June 30, 2005 compared to net cash outflow of $520,955 for the six months ended June 30, 2004 were primarily due to net purchases of fixed maturity securities of $685,746 for 2005 compared to $523,594 in 2004, maturities of fixed maturity securities of $420,103 in 2005 compared to $393,978 in 2004, and a change in collateral held under securities lending of $46,611 in 2005 compared to $118,221 in 2004.

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Financing Activities:
          The key changes of the net cash outflow of $92,740 for the six months ended June 30, 2005 compared to net cash outflow of $141,731 for the six months ended June 30, 2004 were issuance of debt of $971,537, issuance of common stock of $725,491, and repayment of debt of $1,750,000 in 2004 compared to stock repurchase of $120,696 in 2005.
          The table below shows our cash outflows for distributions and dividends for the periods indicated:
                 
    For the Six Months Ended  
    June 30,  
Security   2005     2004  
    (in thousands)  
Mandatorily redeemable preferred securities of subsidiary trusts
  $     $ 2,163  
Mandatorily redeemable preferred stock dividends and interest paid
    30,590       3,686  
Common Stock dividends
    20,800       9,959  
 
           
Total
  $ 51,390     $ 15,808  
 
           
Letters of Credit
          In the normal course of business, letters of credit are issued to support reinsurance arrangements and other corporate initiatives. These letters of credit are supported by commitments with financial institutions. We had $75,529 and $65,607 of letters of credit outstanding as of June 30, 2005 and December 31, 2004, respectively.

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