-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PZPw5bzNfTdFD3PtQ+xML7F354GV1zbPVl0aP201EsennmxAAHFZAwm66ZqVc8gd RgUH7DjUhDY1Jf8crND+6w== 0000950144-96-008042.txt : 19961115 0000950144-96-008042.hdr.sgml : 19961115 ACCESSION NUMBER: 0000950144-96-008042 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19960930 FILED AS OF DATE: 19961113 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN BANKERS INSURANCE GROUP INC CENTRAL INDEX KEY: 0000350571 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 591985922 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-09633 FILM NUMBER: 96661630 BUSINESS ADDRESS: STREET 1: 11222 QUAIL ROOST DR CITY: MIAMI STATE: FL ZIP: 33157 BUSINESS PHONE: 3052532244 MAIL ADDRESS: STREET 1: 11222 QUAIL ROOST DR CITY: MIAMI STATE: FL ZIP: 33157 10-Q 1 AMERICAN BANKERS FORM 10-Q 09/30/96 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q [X] QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1996 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO ---------- --------- AMERICAN BANKERS INSURANCE GROUP, INC. 11222 QUAIL ROOST DRIVE MIAMI, FLORIDA 33157 (305) 253-2244 Commission File Number: 0-9633 State of Incorporation: Florida I.R.S. Employer Identification Number: 59-1985922 Indicate, by check mark, whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such report), and (2) has been subject to such filing requirements for the past 90 days. YES X NO ----- ----- Common Stock - Par Value $1.00 20,492,357 Shares Outstanding on October 28, 1996 1 2 Form 10-Q Company or group of companies for which report is filed: AMERICAN BANKERS INSURANCE GROUP, INC. This quarterly report, filed pursuant to Rule 13A-13 of the General Rules and Regulations under the Securities Exchange Act of 1934, consists of the following information as specified in Form 10-Q. Part I - Financial Information Item 1 - Financial Statements 1. Consolidated Balance Sheets at September 30, 1996 and December 31, 1995. 2. Consolidated Statements of Income for the three months ended September 30, 1996 and 1995. 3. Consolidated Statements of Income for the nine months ended September 30, 1996 and 1995. 3. Consolidated Statements of Cash Flows for the nine months ended September 30, 1996 and 1995. 4. Notes to Consolidated Financial Statements. Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations. Part II - Other Information Item 1 - Legal Proceedings Item 4 - Submission of matters to a vote of security holders Item 6 - Exhibits and Reports a. Exhibits. The following exhibits are included herein: (11) Statement re: computation of earnings per share. (27) Financial Data Schedule b. Report on Form 8-K. None 2 3 Form 10-Q SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. AMERICAN BANKERS INSURANCE GROUP, INC. November 11, 1996 Date /s/ Floyd Denison ------------------------------------- Floyd Denison Executive Vice President of Finance 3 4 PART I FINANCIAL INFORMATION 4 5 AMERICAN BANKERS INSURANCE GROUP, INC. CONSOLIDATED BALANCE SHEETS SEPTEMBER 30, 1996 AND DECEMBER 31, 1995 (IN THOUSANDS)
1996 1995 -------- -------- Assets (unaudited) Investments Held-to-Maturity securities, at amortized cost $ 811,490 $ 594,277 Available-for-Sale securities, at approximate market value 814,726 793,277 Trading securities, at approximate market value 8,920 - Equity securities, at approximate market value 106,468 113,028 Mortgage loans on real estate 10,440 11,793 Policy loans 8,212 7,819 Short-term and other investments 178,959 168,216 ------------ ------------- Total investments 1,939,215 1,688,410 Cash 18,948 23,257 Accounts receivable, net of allowance for doubtful accounts of $4,926 in 1996 and $5,024 in 1995 136,365 130,970 Reinsurance receivable 171,495 168,128 Accrued investment income 24,147 20,943 Deferred policy acquisition costs 366,738 310,879 Prepaid reinsurance premiums 505,063 502,312 Other assets 194,012 142,835 ------------ ------------- Total assets $ 3,355,983 $ 2,987,734 ============ ============= Liabilities, Common Stock and Other Stockholders' Equity Policy liabilities $ 287,432 $ 275,250 Unearned premiums 1,263,653 1,178,867 Claim liabilities 464,806 404,745 ------------ ------------- 2,015,891 1,858,862 Other policyholders' funds 7,497 7,113 Notes payable 245,068 235,981 Deferred income taxes 35,520 29,549 Accrued commissions and other expenses 145,498 136,174 Other liabilities 228,197 207,058 ------------ ------------- Total liabilities 2,677,671 2,474,737 ------------ ------------- Commitments and Contingencies (Note 4) Common Stock and Other Stockholders' Equity Preferred Stock. $3.125 Series B Cumulative Convertible Preferred Stock Authorized 3,500 shares. Issued and Outstanding : 1996-2,300 shares 115,000 - Common stock of $1 par value. Authorized 35,000 shares. Issued and outstanding: 1996-20,491 shares; 1995-20,384 shares 20,491 20,384 Additional paid-in capital 216,613 215,121 Net unrealized investment and foreign exchange (losses) gains (1,555) 7,255 Retained earnings 337,888 282,748 Less: Treasury stock, at cost - 93 shares in 1996 and 136 shares in 1995 (1,426) (2,516) Unamortized restricted stock (3,918) (3,620) Collateralization of loan to Leveraged Employee Stock Ownership Plan (4,781) (6,375) ------------ ------------- Total common stock and other stockholders' equity 678,312 512,997 ------------ ------------- Total liabilities, common stock and other stockholders' equity $ 3,355,983 $ 2,987,734 ============ =============
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS. 5 6 AMERICAN BANKERS INSURANCE GROUP, INC. CONSOLIDATED STATEMENTS OF INCOME FOR THREE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995 (IN THOUSANDS EXCEPT PER COMMON SHARE DATA) (UNAUDITED)
1996 1995 ------- ------- Gross collected premiums $ 634,165 $ 605,033 ============ ============= Premiums and other revenues: Net premiums earned $ 363,786 $ 325,919 Net investment income 31,038 25,877 Realized investment gains 263 495 Other income 4,532 4,954 ------------ ------------- Total premiums and other revenues 399,619 357,245 ------------ ------------- Benefits and expenses: Net benefits, claims, losses and settlement expenses 133,218 125,109 Commissions 160,838 137,370 Operating expense 69,397 65,931 Interest expense 4,469 3,748 ------------ ------------- Total benefits and expenses 367,922 332,158 ------------ ------------- Income before taxes 31,697 25,087 ------------ ------------- Income tax expense (benefit): Current (2,100) 2,778 Deferred 11,160 3,625 ------------ ------------- 9,060 6,403 ------------ ------------- Net Income $ 22,637 $ 18,684 ============= ============= PER COMMON SHARE AND COMMON EQUIVALENT SHARE DATA Primary: Net Income $ 1.02 $ .90 =========== ============ Weighted average number of shares outstanding 20,887 20,864 =========== ============ Fully diluted: Net Income $ 1.00 $ .90 =========== ============ Weighted average number of shares outstanding 22,647 20,887 =========== ============ Dividends per common share $ .20 $ .19 =========== ============
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS. 6 7 AMERICAN BANKERS INSURANCE GROUP, INC. CONSOLIDATED STATEMENTS OF INCOME FOR NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995 (IN THOUSANDS EXCEPT PER COMMON SHARE DATA) (UNAUDITED)
1996 1995 -------- -------- Gross collected premiums $ 1,840,196 $ 1,657,190 ============ ============= Premiums and other revenues: Net premiums earned $ 1,052,417 $ 907,591 Net investment income 87,242 72,415 Realized investment gains (losses) 6,284 (707) Other income 15,361 13,928 ------------ ------------- Total premiums and other revenues 1,161,304 993,227 ------------ ------------- Benefits and expenses: Net benefits, claims, losses and settlement expenses 412,735 342,859 Commissions 433,471 385,847 Operating expense 204,264 183,903 Interest expense 12,995 11,483 ------------ ------------- Total benefits and expenses 1,063,465 924,092 ------------ ------------- Income before taxes 97,839 69,135 ------------ ------------- Income tax expense: Current 17,582 13,243 Deferred 11,924 6,289 ------------ ------------- 29,506 19,532 ------------ ------------- Net Income $ 68,333 $ 49,603 ============ ============= PER COMMON SHARE AND COMMON EQUIVALENT SHARE DATA Primary: Net Income $ 3.23 $ 2.39 ============ ============ Weighted average number of shares outstanding 20,771 20,722 ============ ============ Fully diluted: Net Income $ 3.18 $ 2.39 ============ ============ Weighted average number of shares outstanding 21,541 20,821 ============ ============ Dividends per common share $ .59 $ .56 ============ ============
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS. 7 8 AMERICAN BANKERS INSURANCE GROUP, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995 (IN THOUSANDS) (UNAUDITED)
1996 1995 -------- -------- OPERATING ACTIVITIES: Net income $ 68,333 $ 49,603 Adjustments to reconcile net income to net cash provided by operating activities: Change in policy liabilities, unearned premiums, claim liabilities, reinsurance receivable and prepaid reinsurance premiums 151,098 199,558 Change in other assets and other liabilities (17,695) 22,047 Increase in accounts receivable (5,395) (20,418) Increase in accrued investment income (3,204) (3,661) Increase in accrued commission and expenses 9,324 30,953 Increase (decrease) in policyholders' funds 384 (6,218) Increase in policy loans (393) (728) Amortization of deferred policy acquisition costs 170,370 309,290 Amortization of cost of insurance acquired 1,430 1,857 Policy acquisition costs deferred (226,229) (379,299) Provision for amortization and depreciation 4,390 12,077 Provision for deferred income taxes 10,840 6,289 Net (gain) loss on sale of investments (6,284) 707 Compensation and tax effect on stock option shares 2,366 983 Net cash flow from purchases and sales of trading securities (8,850) (607) ----------- ------------- Net cash provided by operating activities 150,485 222,433 ----------- ------------- INVESTING ACTIVITIES: Purchase of investments Held-to-maturity securities (291,083) (130,587) Available-for-sale securities (158,103) (259,003) Mortgage loans - (648) Proceeds from sale of investments Available-for-sale securities 86,943 57,554 Mortgage loans 1,364 2,103 Real Estate 1,466 - Proceeds from maturities of investments Held-to-maturity securities 73,366 65,008 Available-for-sale securities 44,142 16,520 Increase in short-term investments (14,733) (67,835) Transactions related to capital assets Capital expenditures (10,371) (7,763) Sales of capital assets 460 275 ------------ ------------- Net cash used in investing activities (266,549) (324,376) ------------ ------------- FINANCING ACTIVITIES: Proceeds from issuance of debt 138,147 93,000 Repayment of debt (127,466) (53,683) Dividends paid to shareholders (12,013) (11,157) Proceeds from issuance of stock 113,250 869 Purchase of treasury stock (175) (893) ------------ ------------- Net cash provided by financing activities 111,743 28,136 ------------ ------------- Net decrease in cash (4,321) (73,807) Cash at beginning of period 23,257 89,536 Rate change effect on cash flow 12 440 ------------ ------------- Cash at end of period $ 18,948 $ 16,169 ============ ============= SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash paid during the period for: Interest $ 11,933 $ 9,207 Income taxes $ 29,777 $ 16,742
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS. 8 9 AMERICAN BANKERS INSURANCE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 1996 (UNAUDITED) 1. Financial Statements The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and 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 of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the period ended September 30, 1996 are not necessarily indicative of the results that may be expected for the year ending December 31, 1996. These statements should be read in conjunction with the financial statements and notes thereto included in the Company's Annual Report Form 10-K for the year ended December 31, 1995. Certain items have been reclassed to conform with 1996 presentation. 2. Translation of Foreign Currencies Unrealized foreign exchange losses, totaling $13,801,000 and $12,668,000 as of September 30, 1996 and December 31, 1995 respectively, are included in Other Stockholders' Equity under the caption "Net unrealized investment and foreign exchange (losses) gains." 3. Reinsurance The Company accounts for reinsurance contracts under Financial Accounting Standards Board's Statement 113. The Company recognizes the income on reinsurance contracts principally on a pro-rata basis over the life of the policies covered under the reinsurance agreements. Reinsurance Recoverables on Unpaid Losses are included as an asset in the Balance Sheet under the caption "Reinsurance Receivables". Ceded Unearned Premiums are included as an asset in the Balance Sheet under the caption "Prepaid Reinsurance Premiums". The effect of reinsurance on premiums earned is as follows for the nine months and three months ended September 30, 1996 and 1995:
(in thousands) Nine Months Ended September 30, 1996 September 30, 1995 ------------------ ------------------ Direct premiums $ 1,658,096 $ 1,364,260 Reinsurance assumed 93,252 122,032 Reinsurance ceded (698,931) (578,701) --------------- ---------------- Net premiums earned $ 1,052,417 $ 907,591 =============== ================
(in thousands) Three Months Ended September 30, 1996 September 30, 1995 ------------------ ------------------ Direct premiums $ 566,396 $ 477,137 Reinsurance assumed 34,371 48,362 Reinsurance ceded (236,981) (199,580) ------------ --------------- Net premiums earned $ 363,786 $ 325,919 ============ ===============
Reinsurance ceded incurred losses for the nine months ended September 30, 1996 and 1995 were $217,947,000 and $181,967,000 respectively. Reinsurance ceded incurred losses for the three months ended September 30, 1996 and 1995 were $65,592,000 and $48,232,000 respectively. 9 10 4. Commitments and Contingencies For a comprehensive description of the Company's litigation, see Item III of the Company's 1995 Form 10-K. Alabama and Related Litigation: The Company and certain of its insurance subsidiaries are presently parties to a number of individual consumer and class action lawsuits pending in Alabama involving premium, rate and policy coverage issues. While a few similar suits have been filed in other jurisdictions, the insurance and finance industries have been targeted in Alabama by plaintiffs' lawyers who enjoy a favorable judicial climate. The Company typically has been named as a co-defendant with one or several retailer or finance companies who have sold the Company's product to a consumer. A number of other insurers are also named as co-defendants in many of the suits. Although the Alabama lawsuits and similar suits pending in other jurisdictions generally involve relatively small amounts of actual or compensatory damages, they typically assert claims requesting substantial punitive awards or purport to represent a large class of policyholders. The Company denies any wrongdoing in any of these suits and believes that it has not engaged in any conduct that would warrant an award of punitive damages or that the class allegations have merit. The Company has been advised by legal counsel that it has meritorious defenses to all claims being asserted against it. While no one case is necessarily significant in terms of financial risk to the Company, the judicial climate in Alabama is such that the outcome of these cases is extremely unpredictable. Without admitting any wrongdoing, the Company has settled a number of these suits, but there are still a significant number of cases pending, and it is expected that more suits alleging essentially the same causes of action are likely to continue to be filed during 1996. The Company intends to continue to defend itself vigorously against all such suits and believes, based on information currently available, that any liabilities that could result are not expected to have a material effect on the Company's financial position. The Company is involved with a number of cases in the ordinary course of business relating to insurance matters, or more infrequently, certain corporate matters. Generally, the Company's liability is limited to specific amounts relating to insurance or policy coverage for which provision has been made in the financial statements. Other cases involve general corporate matters which generally do not represent significant contingencies for the Company. 10 11 5. Segment Information Gross collected premiums, net premiums earned and income (loss) before federal income taxes are summarized as follows:
(in thousands) Nine Months Ended September 30, ------------- 1996 1995 ------ ----- GROSS COLLECTED PREMIUMS: Life $ 562,485 $ 493,896 Property and Casualty 1,277,711 1,163,294 ------------ ---------- Total $ 1,840,196 $1,657,190 ============ ========== NET PREMIUMS EARNED: Life $ 296,373 $ 280,500 Property and Casualty 756,044 627,091 ------------ ---------- Total $ 1,052,417 $ 907,591 ============ ========== INCOME (LOSS) BEFORE INCOME TAXES: Life $ 51,741 $ 38,725 Property and Casualty 65,609 53,376 Other (6,516) (11,483) ------------ ---------- 110,834 80,618 Interest Expense 12,995 11,483 ------------ ---------- Total Income $ 97,839 $ 69,135 ============ ==========
6. Accounting for Investments The Company accounts for its investments according to the Financial Accounting Standards Board's Statement 115 - Accounting for Certain Investments in Debt and Equity Securities. This Statement addresses the accounting and reporting for investments in equity securities that have readily determinable fair values and for all investments in debt securities. Those investments are to be classified in three categories and accounted for as follows: Held-to-Maturity - Securities for which the enterprise has the positive intent and ability to hold to maturity. These securities are carried at amortized cost. Trading Securities - Securities that are bought and held principally for the purpose of selling them in the near term. These securities are carried at market value with the unrealized holding gain or loss included in earnings. Available-for-Sale - Securities not classified as trading or held-to-maturity. These securities are carried at market value with the unrealized holding gain or loss reported as a separate component of equity, net of the income tax effect. 11 12 The detail of Cost and Statement Value for the Fixed Maturities and Equity Securities held at September 30, 1996 is as follows:
(in thousands) Amortized Statement Cost Value ------------ ------------- Fixed Maturities Held-to-Maturity Securities $ 811,490 $ 811,490 Available-for-Sale Securities 812,452 814,726 Trading Securities 8,859 8,920 ------------ ----------- Total Fixed Maturities $ 1,632,801 $ 1,635,136 ============ =========== Net unrealized gain $ 2,274 =========== Net unrealized gain included in investment income $ 61 =========== Market Cost Value ----------- ----------- Equity Securities Held-to-Maturity Securities $ - $ - Available-for-Sale Securities 94,947 106,468 Trading Securities - - ------------ ----------- Total Equity Securities $ 94,947 $ 106,468 ============ =========== Net unrealized gain $ 11,521 ===========
The net unrealized gain for "Available-for-Sale Securities" decreased by $11,073,000 (net of $5,272,000 in deferred income taxes) from December 31, 1995 to September 30, 1996. There were no unrealized gains and losses from transfers of Held-to-Maturity Securities. An analysis of the realized gains and losses of the Company for the nine months ended September 30, 1996 is as follows:
(in thousands) Gross realized gains from sales of Available-for-Sale Securities $ 10,148 Gross realized losses from sales of Available-for-Sale Securities (3,377) Gross realized gains from sales of Held-to-Maturity Securities 1 Gross realized losses from sales of Held-to-Maturity Securities (82) ----------- Net realized gain from investment activity 6,690 Net realized loss from other investment activity (406) ----------- Total realized gain $ 6,284 ==========
The Company uses the specific identification method to determine cost for computing the realized gains and losses. There were no transfers of securities from Available-for-Sale to Trading for the nine months ended September 30, 1996. The Company disposed of certain Held-to-Maturity securities due to deteriorating credit quality, mandatory redemption, or that were within three months of maturity. 12 13 AMERICAN BANKERS INSURANCE GROUP, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Operations Gross collected premiums increased $29.1 million or 5% to $634.2 million for the three months ended September 30, 1996, from $605.0 million for the same period of 1995. Approximately 49% or $14.2 million of the increase came from the largest product line - Credit Unemployment. During the three months ended September 30, 1996, total premiums and other revenues were $399.6 million, an increase of $42.4 million over total premiums and other revenues of $357.2 million for the same period in 1995. The increase includes a $37.9 million increase in net premiums earned from the premium growth experienced by the Company's existing clients. The overall growth in invested assets generated an additional $5.2 million of investment income for the third quarter of 1996 as compared to the same period of 1995. Both the benefits and claims ratio and the operating expenses ratio improved slightly to 37% and 17%, respectively, for the three months ended September 30, 1996, compared to 38% and 18%, respectively, for the same period of 1995. The benefits, claims, losses and settlement expenses include approximately $5.2 million (net of tax) of hurricane losses for the three months ended September 30, 1996. However, this line for the same period of 1995 included $4.7 million (net of tax) of credit bond losses and related expenses including the final settlement of the FDIC litigation. The improvement in the benefits and claims ratio was offset by an increase in the commissions ratio from 42% for the three months ended September 30, 1995, to 44% for the same period of 1996. Financial Condition Total assets at September 30, 1996, and December 31, 1995, were $3.4 billion and $3.0 billion, respectively. Invested assets at the same date were $1.9 billion and $1.7 billion, respectively. Approximately $80 million of the increase in invested assets was attributable to additional borrowing under the short-term credit facility during June 1996. Liabilities were $2.7 billion and $2.5 billion at September 30, 1996, and at December 31, 1995, respectively, and were primarily comprised of insurance liabilities of $2.0 billion and $1.9 billion respectively. Stockholders' Equity increased $165.3 million from $513.0 million at December 31, 1995, to $678.3 million at September 30, 1996. The Company's issuance, in July 1996, of 2,300,000 shares of convertible preferred stock with a per share stated value of $50 contributed $115 million in additional equity and was the primary cause for the increase. These shares yielded net proceeds of $112 million which were primarily used to reduce the Company's outstanding debt. Also, contributing to the increase was the net income after dividends of $55.2 million which was offset partially by an increase in the unrealized investment losses recorded by the Company. The increase in unrealized investment losses was a result of the impact of increasing interest rates on the market values of the Company's investment portfolio. 13 14 Liquidity and Capital Resources On September 30, 1996, $1.9 billion of securities, short-term investments and cash comprised 58% of the Company's total assets. The securities were principally readily marketable and did not include any significant concentration in private placements. The Company does not hold significant investments in equity securities; consequently, market changes in the equity securities markets do not significantly affect the investment portfolio. The Company expects to continue its policy of paying regular cash dividends; however, future dividends are dependent on the Company's future earnings, capital requirements and financial condition. In addition, the payment of dividends is subject to the restrictions described in the Company's Annual Report on Form 10-K for the year ended December 31, 1995. Private Securities Litigation Reform Act of 1995 - Safe Harbor Cautionary Statement Except for the historical information contained herein, certain of the matters discussed in this quarterly report are "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995, which involve certain risks and uncertainties, including but not limited to, changes in general economic conditions, interest rates, consumer confidence, competition, environmental factors, and governmental regulations affecting the Company's operations. See the Company's Annual Report Form on 10-K for the year ended December 31, 1995, for a further discussion of these and other risks and uncertainties applicable to the Company's business. 14 15 PART II OTHER INFORMATION 15 16 Item 1 - Legal Proceedings Commitments and Contingencies information which appears on page 10 elsewhere in this report is incorporated by reference in this item. Additional information regarding litigation can be found in the Company's 1995 Annual Report on Form 10-K. Item 4 - Submission of Matters to a Vote of Security Holders None. Item 6(A) - Exhibits Exhibit 11 - Statement Re: Computation of Earnings Per Share Exhibit 27 - Financial Data Schedule (for SEC use only) Item 6(B) - Reports on Form 8-K None. 16 EX-11 2 COMPUTATION OF EARNINGS PER SHARE 1 EXHIBIT 11 - STATEMENT RE: COMPUTATION OF EARNINGS PER SHARE (in thousands except per common share data)
Three Months Ended Nine Months Ended September 30 September 30 ------------------------------------------------------------------ PRIMARY: 1996 1995 1996 1995 ---- ---- ---- ---- Weighted average shares outstanding 20,887 20,864 20,771 20,722 ======= ======= ======= ======= Net Income $22,637 $18,684 $68,333 $49,603 Less convertible preferred stock dividends 1,258 - 1,258 - ------- ------- ------- ------- Total $21,379 $18,684 $67,075 $49,603 ======= ======= ======= ======= Net Income - per share $ 1.02 $ .90 $3.23 $2.39 ======= ======= ======= ======= FULLY DILUTED: Weighted average of shares outstanding 20,887 20,864 20,771 20,722 Assumed conversion of common stock equivalents 12 12 83 76 Assumed conversion of convertible securities 1,748 11 687 23 ------- ------- ------- ------- Total 22,647 20,887 21,541 20,821 ======= ======= ======= ======= Net income $22,637 $18,684 $68,333 $49,603 Add convertible debenture interest, net of federal income tax 57 65 171 195 ------- ------- ------- ------- Total $22,694 $18,749 $68,504 $49,798 ======= ======= ======= ======= Net income - per share $ 1.00 $ .90 $3.18 $2.39 ======= ======= ======= =======
17 EX-27 3 FINANCIAL DATA SCHEDULE
7 1,000 9-MOS DEC-31-1996 JAN-01-1996 SEP-30-1996 823,646 811,490 811,490 106,468 10,440 0 1,939,215 18,948 171,495 366,738 3,355,983 287,432 1,263,653 464,806 7,497 245,068 0 115,000 20,491 542,821 3,355,983 1,052,417 87,242 6,284 15,361 412,735 0 0 97,839 29,506 68,333 0 0 0 68,333 3.23 3.18 0 0 0 0 0 0 0
-----END PRIVACY-ENHANCED MESSAGE-----