-----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, G1SUst1OouOWAzv2sHED09i49SAQLu/TX/KySW9vgXhdfJiRhqYctQQfhzF3WUpM NLYrUeVrUtbyM6RaV7tDWA== 0001021408-99-001165.txt : 19990629 0001021408-99-001165.hdr.sgml : 19990629 ACCESSION NUMBER: 0001021408-99-001165 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19981231 FILED AS OF DATE: 19990628 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTRIS GROUP INC CENTRAL INDEX KEY: 0000798085 STANDARD INDUSTRIAL CLASSIFICATION: SURETY INSURANCE [6351] IRS NUMBER: 330097221 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-12099 FILM NUMBER: 99653063 BUSINESS ADDRESS: STREET 1: 650 TOWN CENTER DR STE 1600 CITY: COSTA MESA STATE: CA ZIP: 92626 BUSINESS PHONE: 7145491600 MAIL ADDRESS: STREET 1: 650 TOWN CENTER DRIVE STREET 2: STE 1600 CITY: COSTA MESA STATE: CA ZIP: 92626-1925 FORMER COMPANY: FORMER CONFORMED NAME: US FACILITIES CORP DATE OF NAME CHANGE: 19920703 11-K 1 CENTRIS GROUP - 11-K - 12/31/1998 ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the plan year ended December 31, 1998 or [_] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] for the transition period from ________ to ____________ Commission File Number: 0-15196 THE CENTRIS GROUP, INC. EMPLOYEES' SAVINGS PLAN 650 Town Center Drive, Suite 1600 Costa Mesa, California 92626 (Full title of the Plan and the address of the Plan) THE CENTRIS GROUP, INC. 650 Town Center Drive, Suite 1600 Costa Mesa, California 92626 (Name of issuer of the securities held pursuant to the Plan and address of its principal executive offices) This document consists of 20 pages, the first of which is this cover page. An Index may be found on page 5 of this report. =============================================================================== REQUIRED INFORMATION Financial Statements 1. Not Applicable 2. Not Applicable 3. Not Applicable 4. Pursuant to the requirements of Section 15(d) of the Securities Exchange Act, The Centris Group, Inc. Employees' Savings Plan (the "Plan") hereby files with the Commission the following audited financial statements and schedules: . Independent Auditors' Report dated May 26,1999 . Statements of Net Assets Available for Plan Benefits with fund information as of December 31, 1998 and 1997 . Statements of Changes in Net Assets Available For Plan Benefits with fund information for the years ended December 31, 1998 and 1997 . Notes to Financial Statements . Schedules to Financial Statements Schedule 1 Line 27a - Schedule of Assets Held for Investment Purposes as of December 31, 1998 (also see Note 4 of Notes to Financial Statements) Schedule 2 Line 27d - Schedule of Transactions or Series of Transactions in Excess of 5% of Plan Assets as of the Beginning of the Plan Year for the year ended December 31, 1998 Since the Plan is subject to the Employee Retirement Income Security Act of 1974 ("ERISA"), the financial statements and schedules included in this Form 11-K for the fiscal year ended December 31, 1998 have been prepared in accordance with the financial reporting requirements of ERISA. Exhibits - -------- 23.1. Consent of KPMG Peat Marwick LLP SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the members of the Plan's Administrative Committee have duly caused this annual report to be signed on its behalf by the undersigned, thereunto duly authorized. THE CENTRIS GROUP, INC. EMPLOYEES' SAVINGS PLAN Date: June 23, 1999 By: /s/ PATRICIA BOISSERANC ------------------------ PATRICIA BOISSERANC Chairman of Administrative Committee Date: June 23, 1999 By: /s/ LINTON R. GROKE -------------------- LINTON R. GROKE Member of Administrative Committee Date: June 23,1998 By: /s/ LORRAINE G. SCHAEFER ------------------------- LORRAINE G. SCHAEFER Member of Administrative Committee THE CENTRIS GROUP, INC. EMPLOYEES' SAVINGS PLAN Financial Statements and Schedules December 31, 1998 and 1997 (With Independent Auditors' Report Thereon) THE CENTRIS GROUP, INC. EMPLOYEES' SAVINGS PLAN Table of Contents Page Independent Auditors' Report 6 Statements of Net Assets Available for Plan Benefits with Fund Information as of December 31, 1998 and 1997 7 Statements of Changes in Net Assets Available for Plan Benefits with Fund Information for the years ended December 31, 1998 and 1997 9 Notes to Financial Statements 13 Schedule 1 - Line 27a - Schedule of Assets Held for Investment Purposes as of December 31, 1998 18 2 - Line 27d - Schedule of Reportable Transactions for the year ended December 31, 1998 19 Exhibit Consent of KPMG LLP 20
Independent Auditors' Report The Board of Directors The Centris Group, Inc.: We have audited the accompanying statements of net assets available for plan benefits with fund information of The Centris Group, Inc. Employees' Savings Plan (the Plan) as of December 31, 1998 and 1997 and the related statements of changes in net assets available for plan benefits with fund information for the years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for plan benefits of the Plan as of December 31, 1998 and 1997 and the changes in net assets available for plan benefits for the years then ended in conformity with generally accepted accounting principles. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of The Centris Group, Inc. Employees' Savings Plan are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. These supplemental schedules are the responsibility of the Plan's management. The fund information in the statements of net assets available for plan benefits with fund information and the statements of changes in net assets available for plan benefits with fund information is presented for purposes of additional analysis rather than to present the net assets available for plan benefits and changes in net assets available for plan benefits of each fund. The supplemental schedules and fund information have been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated, in all material respects, in relation to the basic financial statements taken as a whole. KPMG LLP May 26, 1999 THE CENTRIS GROUP, INC. EMPLOYEES' SAVINGS PLAN Statement of Net Assets Available for Plan Benefits with Fund Information December 31, 1998
Putnam Putnam Asset Putnam Putnam Asset Putnam Allocation - International New Allocation - Diversified Growth Growth Opportunities Conservative Income Assets Portfolio Fund Fund Portfolio Trust ------------- ------------- ------------- ------------- ------------ Investments, at fair value: Putnam Asset Allocation - Growth Portfolio $995,694 -- -- -- -- Putnam International Growth Fund -- 652,064 -- -- -- Putnam New Opportunities Fund -- -- 1,435,305 -- -- Putnam Asset Allocation - Conservative Portfolio -- -- -- 93,547 -- Putnam Diversified Income Trust -- -- -- -- 517,067 The Centris Group, Inc. Common Stock -- -- -- -- -- Putnam Voyager Fund -- -- -- -- -- Participant Loan Fund -- -- -- -- -- Pending account -- -- -- -- -- -------- ------- --------- ------ ------- 995,694 652,064 1,435,305 93,547 517,067 Investments, at contract value - Putnam Stable Value Fund -- -- -- -- -- -------- ------- --------- ------ ------- Net assets available for plan benefit $995,694 652,064 1,435,305 93,547 517,067 ======== ======= ========= ====== ======= The Centris Putnam Putnam Participant Group, Inc. Voyager Stable Loan Pending Common Stock Fund Value Fund Fund account Total ------------- ----------- ---------- ----------- ------- --------- Investments, at fair value: Putnam Asset Allocation - Growth Portfolio -- -- -- -- -- 995,694 Putnam International Growth Fund -- -- -- -- -- 652,064 Putnam New Opportunities Fund -- -- -- -- -- 1,435,305 Putnam Asset Allocation - Conservative Portfolio -- -- -- -- -- 93,547 Putnam Diversified Income Trust -- -- -- -- -- 517,067 The Centris Group, Inc. Common Stock 1,158,204 -- -- -- -- 1,158,204 Putnam Voyager Fund -- 1,362,404 -- -- -- 1,362,404 Participant Loan Fund -- -- -- 268,396 -- 268,396 Pending account -- -- -- -- 1,849 1,849 --------- --------- --------- ------- ----- --------- 1,158,204 1,362,404 -- 268,396 1,849 6,484,530 Investments, at contract value - Putnam Stable Value Fund -- -- 1,464,672 -- -- 1,464,672 --------- --------- --------- ------- ----- --------- Net assets available for plan benefit 1,158,204 1,362,404 1,464,672 268,396 1,849 7,949,202 ========= ========== ========= ======= ===== =========
See accompanying notes to financial statements. THE CENTRIS GROUP, INC. EMPLOYEES' SAVINGS PLAN Statement of Net Assets Available for Plan Benefits with Fund Information December 31, 1997
Putnam Putnam Asset Putnam Putnam Asset Putnam Allocation- International New Allocation- Diversified Growth Growth Opportunities Conservative Income Assets Portfolio Fund Fund Portfolio Trust ------------- ------------- ------------- ------------- ------------- Investments, at fair value: Putnam Asset Allocation - Growth Portfoli $ 780,149 - - - - Putnam International Growth Fund - 437,313 - - - Putnam New Opportunities Fund - 1,007,125 - - Putnam Asset Allocation - Conservative Portfolio - - - 62,347 - Putnam Diversified Income Trust - - - - 464,468 The Centris Group, Inc. Common Stock - - - - - Putnam Voyager Fund - - - - - Participant Loan Fund - - - - - ------------- ------------- ------------- ------------- ------------- 780,149 437,313 1,007,125 62,347 464,468 Investments, at contract value - Putnam Stable Value Fund - - - - - ------------- ------------- ------------- ------------- ------------- Net assets available for plan benefit $ 780,149 437,313 1,007,125 62,347 464,468 ============ ============ ============ ============ ============ The Centris Putnam Putnam Participant Group, Inc. Voyager Stable Loan Assets Common Stock Fund Value Fund Fund Total ------------- ------------- ------------- ------------- ------------- Investments, at fair value: Putnam Asset Allocation - Growth Portfoli - - - - 780,149 Putnam International Growth Fund - - - - 437,313 Putnam New Opportunities Fund - - - - 1,007,125 Putnam Asset Allocation - Conservative Portfolio - - - - 62,347 Putnam Diversified Income Trust - - - - 464,468 The Centris Group, Inc. Common Stock 1,241,004 - - - 1,241,004 Putnam Voyager Fund - 880,840 - - 880,840 Participant Loan Fund - - - 244,624 244,624 ------------- ------------- ------------- ------------- ------------- 1,241,004 880,840 - 244,624 5,117,870 Investments, at contract value - Putnam Stable Value Fund - - 1,144,054 - 1,144,054 ------------- ------------- ------------- ------------- ------------- Net assets available for plan benefit 1,241,004 880,840 1,144,054 244,624 6,261,924 ============ ============ ============ ============ ============
THE CENTRIS GROUP, INC. EMPLOYEES' SAVINGS PLAN Statement of Changes in Net Assets Available for Plan Benefits with Fund Information Year ended December 31, 1998
Putnam Putnam Asset Putnam Putnam Asset Putnam Allocation- International New Allocation- Diversified Growth Growth Opportunities Conservative Income Portfolio Fund Fund Portfolio Trust ------------- ------------- ------------- ------------- ------------- Additions to net assets attributed to: Investment income: Interest and dividends-mutual funds $ 26,100 18,712 43,856 4,155 35,623 Dividends-common stock -- -- -- -- -- Net appreciation (depreciation) of fair value of investments 84,389 64,923 207,336 2,438 (47,583) --------- -------- --------- -------- ------- 110,489 83,635 251,192 6,593 (11,960) --------- -------- --------- -------- ------- Contributions: Employer-Company match 86,694 52,854 124,116 15,806 46,841 Employees 138,208 73,144 181,474 23,339 61,575 --------- -------- --------- -------- ------- 224,902 125,998 305,590 39,145 108,416 --------- -------- --------- -------- ------- Interfund transfers (44,085) 31,400 (25,400) 129 (3,181) --------- -------- --------- -------- ------- Total additions (deletions) 291,306 241,033 531,382 45,867 93,275 --------- -------- --------- -------- ------- Deductions from net assets attributed to: Benefits paid to participants (75,761) (26,282) (103,202) (14,667) (40,676) Loan fees -- -- -- -- -- --------- -------- --------- -------- ------- Total deductions (75,761) (26,282) (103,202) (14,667) (40,676) --------- -------- --------- -------- ------- Net increase (decrease) 215,545 214,751 428,180 31,200 52,599 Net assets available for plan benefits: Beginning of year 780,149 437,313 1,007,125 62,347 464,468 --------- -------- --------- -------- ------- End of year $ 995,694 652,064 1,435,305 93,547 517,067 ========= ======== ========= ======== =======
See accompanying notes to financial statements. 9 THE CENTRIS GROUP, INC. EMPLOYEES' SAVINGS PLAN Statement of Changes in Net Assets Available for Plan Benefits with Fund Information Year ended December 31, 1998
The Centris Group, Inc. Putnam Putnam Common Voyager Stable Participant Pending Stock Fund Value Fund Loan Fund acccount Total ------------- ------------- ------------- ------------- ------------- ------------- Additions to net assets attributed to: Investment income: Interest and dividends-mutual funds $ -- 89,979 70,968 25,396 -- 314,789 Dividends-common stock 13,714 -- -- -- -- 13,714 Net appreciation (depreciation) of fair value of investments (170,368) 144,681 -- -- -- 285,816 ---------- --------- --------- -------- ----- ---------- (156,654) 234,660 70,968 25,396 -- 614,319 ---------- --------- --------- -------- ----- ---------- Contributions: Employer-Company match 61,359 143,880 (11,420) -- -- 520,130 Employees 86,740 195,425 360,001 -- -- 1,119,906 ---------- --------- --------- -------- ----- ---------- 148,099 339,305 348,581 -- -- 1,640,036 ---------- --------- --------- -------- ----- ---------- Interfund transfers (15,897) (4,435) 37,944 21,676 1,849 -- ---------- --------- --------- -------- ----- ---------- Total additions (deletions) (24,452) 569,530 457,493 47,072 1,849 2,254,355 ---------- --------- --------- -------- ----- ---------- Deductions from net assets attributed to: Benefits paid to participants (58,348) (87,966) (136,875) (23,300) -- (567,077) Loan fees -- -- -- -- -- -- ---------- --------- --------- -------- ----- ---------- Total deductions (58,348) (87,966) (136,875) (23,300) -- (567,077) ---------- --------- --------- -------- ----- ---------- Net increase (decrease) (82,800) 481,564 320,618 23,772 1,849 1,687,278 Net assets available for plan benefits: Beginning of year 1,241,004 880,840 1,144,054 244,624 -- 6,261,924 ---------- --------- --------- -------- ----- ---------- End of year $1,158,204 1,362,404 1,464,672 268,396 1,849 7,949,202 ========== ========= ========= ======== ===== ==========
See accompanying notes to financial statements. THE CENTRIS GROUP, INC. EMPLOYEES' SAVINGS PLAN Statement of Changes in Net Assets Available for Plan Benefits with Fund Information Year ended December 31, 1997
New England Putnam Putnam Mutual Life Asset Putnam Putnam Asset Guaranteed Putnam Allocation - International New Allocation - Investment Transfer Growth Growth Opportunities Conservative Contract Account Portfolio Fund Fund Portfolio ---------- -------- ------------ ------------- ------------- ----------- Additions to net assets attributed to: Investment income: Interest and dividends - mutual funds $ -- -- 55,719 23,439 21,285 3,482 Dividends - common stock -- -- -- -- -- -- Net appreciation (depreciation) of fair value of investments -- -- 63,620 38,099 156,652 (438) --------- --------- ------- ------- --------- ------ -- -- 119,339 61,538 177,937 3,044 --------- --------- ------- ------- --------- ------ Contributions: Employer - Company match -- -- 62,123 29,563 87,958 8,626 Employees -- -- 91,661 39,493 161,394 31,626 --------- --------- ------- ------- --------- ------ -- -- 153,784 69,056 249,352 40,252 --------- --------- ------- ------- --------- ------ Interfund transfers (171,249) -- (32,175) 12,363 4,037 19,634 Transfer from Dreyfus -- (3,040,958) 598,219 308,505 599,264 -- --------- ---------- ---------- ------- --------- ------ Total additions (deletions) (171,249) (3,040,958) 839,167 451,462 1,030,590 62,930 --------- ---------- ---------- ------- --------- ------ Deductions from net assets attributed to: Benefits paid to participants -- -- (59,010) (14,148) (23,460) (583) Loan fees -- -- (8) (1) (5) -- --------- ---------- ---------- ------- --------- ------ Total deductions -- -- (59,018) (14,149) (23,465) (583) --------- ---------- ---------- ------- --------- ------ Net increase (decrease) (171,249) (3,040,958) 780,149 437,313 1,007,125 62,347 Net assets available for plan benefits: Beginning of year 171,249 3,040,958 -- -- -- -- --------- ---------- ---------- ------- --------- ------ End of year $ -- -- 780,149 437,313 1,007,125 62,347 ========= ========== ========== ======= ========= ======
See accompanying notes to financial statements. THE CENTRIS GROUP, INC. EMPLOYEES SAVINGS PLAN Statement of Changes in Net Assets Available for Plan Benefits with Fund Information Year ended December 31, 1997
Putnam The Centris Diversified Group, Inc. Putnam Putnam Income Common Voyager Stable Participant Trust Stock Fund Value Fund Loan Fund Total ------------- ------------- ------------- ------------- ------------- ------------- Additions to net assets attributed to: Investment income: Interest and dividends - mutual funds $ 28,436 -- 52,284 62,805 16,939 264,389 Dividends - common stock -- 15,099 -- -- -- 15,099 Net appreciation (depreciation) of fair value of investments 6,250 176,049 109,725 -- -- 549,957 ------------- ------------- ------------- ------------- ------------- ------------- 34,686 191,148 162,009 62,805 16,939 829,445 ------------- ------------- ------------- ------------- ------------- ------------- Contributions: Employer - Company match 34,570 50,130 92,124 49,911 -- 415,005 Employees 44,167 70,902 147,082 91,690 -- 678,015 ------------- ------------- ------------- ------------- ------------- ------------- 78,737 121,032 239,206 141,601 -- 1,093,020 ------------- ------------- ------------- ------------- ------------- ------------- Interfund transfers (19,276) (159,726) 105,931 212,120 28,341 -- Transfer from Dreyfus 378,420 -- 403,327 753,223 -- -- ------------- ------------- ------------- ------------- ------------- ------------- Total additions (deletions) 472,567 152,454 910,473 1,169,749 45,280 1,922,465 ------------- ------------- ------------- ------------- ------------- ------------- Deductions from net assets attributed to: Benefits paid to participants (8,099) (234,528) (29,632) (25,687) (13,355) (408,502) Loan fees -- (7) (1) (8) -- (30) ------------- ------------- ------------- ------------- ------------- ------------- Total deductions (8,099) (234,535) (29,633) (25,695) (13,355) (408,532) ------------- ------------- ------------- ------------- ------------- ------------- Net increase (decrease) 464,468 (82,081) 880,840 1,144,054 31,925 1,513,933 Net assets available for plan benefits: Beginning of year -- 1,323,085 -- -- 212,699 4,747,991 ------------- ------------- ------------- ------------- ------------- ------------- End of year $ 464,468 1,241,004 880,840 1,144,054 244,624 6,261,924 ============= ============= ============= ============= ============= ============= See accompanying notes to financial statements.
THE CENTRIS GROUP, INC. EMPLOYEES' SAVINGS PLAN Notes to Financial Statements December 31, 1998 and 1997 (1) Description of Plan (a) General The Centris Group, Inc. Employees' Savings Plan (the Plan) is a defined contribution, contributory 401(k) plan sponsored by The Centris Group, Inc. (the Company), which became effective January 1, 1989 and was amended as of December 31, 1997 and December 16, 1998. From January 1, 1994 to December 31, 1996, the administrative functions for the Plan were performed by Dreyfus Group Retirement Plans, whose affiliate, Dreyfus Trust Company, acted as Trustee of the Plan. As of January 1, 1997, Putnam Fiduciary Trust Company replaced Dreyfus Trust Company as trustee of the Plan and also assumed the administrative functions. On December 31, 1996, all Plan investments in Dreyfus funds were liquidated and transferred to funds managed by Putnam Investments. Since Plan inception, three employees of the Company have functioned as the Plan's administrative committee. In 1997, all employees were eligible to participate in the Plan on the first day of the calendar quarter following completion of one year of service as an employee with the Company and attainment of age 21. On December 31, 1997, the time of service requirement to participate in the Plan was changed from one year of service to three months of service. On December 16, 1998, the age was changed to 18. After becoming eligible, employees may participate until retirement, disability or termination from the Company. The Plan is subject to certain provisions of the Employee Retirement Income Security Act of 1974 (ERISA); however, benefits under the Plan are not eligible for Plan termination insurance provided by the Pension Benefit Guaranty Corporation under Title IV of ERISA. Participants should refer to the Plan Document for a more complete description of the Plan. (b) Trust Fund The Trustee exercises discretionary authority in transactions involving purchases and sales within the various funds. (c) Contributions and Forfeitures Participants in the Plan are permitted to invest contributions in one or a combination of seven funds, in addition to The Centris Group, Inc. Common Stock. Participants can contribute up to 15% of their annual compensation on a pretax basis, subject to Federal limitations, which were $10,000 and $9,500 in 1998 and 1997, respectively. The Company matches 100% of participant contributions, to a maximum of 6% of annual compensation. Participants select the fund in which matching contributions are invested. Forfeitures are used to reduce the actual matching contribution of the Company and amounted to $103,499 and $40,717 in 1998 and 1997, respectively. (Continued) THE CENTRIS GROUP, INC. EMPLOYEES' SAVINGS PLAN Notes to Financial Statements December 31, 1998 and 1997 (d) Participant Accounts Each participant's account is credited with the participant's contribution, an allocation of the Company's matching contribution and Plan earnings. Earnings are allocated to participants based upon the proportion of the participant's account balance to the total account balance for each fund within the Plan. The benefit to which a participant is entitled is the benefit that can be provided from the participant's account. (e) Vesting Employee contributions to the Plan and earnings thereon are fully vested when contributed or earned. Employer contributions to the participants' accounts vest ratably over a five-year period after two years of service. (f) Payment of Benefits On termination of service due to death, disability or retirement, a participant or beneficiary may elect to receive either a lump-sum amount equal to 100% of the value of the participant's interest in his or her account, or annual installments over a period not to exceed the life expectancy of the participant or designated beneficiary. If the value of the participant's interest in his or her account at the date of termination is not over $3,500, and was never over $3,500 at the date of any prior distribution, a single lump-sum payment is made. (g) Participant Loans Fund Participants may borrow from a minimum of $1,000 up to a maximum of the lesser of $50,000 reduced by the highest unpaid loan balance during the preceding 12 months, or 50% of their vested account balance. Loan transactions are treated as a transfer to (from) the investment fund from (to) the Participant Loan Fund. Loan terms range from 1 to a maximum of 5 years and are payable in full in the event of termination. The loans are secured by the balance in the participant's account and bear interest at a rate commensurate with local prevailing rates as determined quarterly by the Plan administrators. Interest rates on existing loans range from 9.25% to 10.0%. Principal and interest are paid ratably through payroll deductions. (2) Summary of Significant Accounting Policies The financial statements of the Plan are prepared under the accrual method of accounting. The Plan's investments are stated at the estimated fair market value except for insurance company investment contracts, which are stated at contract value. The estimated fair value of these investments is determined from quoted market prices. Participant loans are stated at their outstanding principal balance, which approximates fair value. Purchases and sales of securities are recorded on a trade-date basis. Realized gains and losses from security transactions are reported under the average-cost method. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Benefits are recorded when paid. (Continued) THE CENTRIS GROUP, INC. EMPLOYEES' SAVINGS PLAN Notes to Financial Statements December 31, 1998 and 1997 The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. (3) Plan Termination Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, the amounts allocable to the accounts of all participants become 100% vested and nonforfeitable, without regard to the years of service of the participants. (4) Plan Investments Descriptions of the investment funds currently available under the Plan, including The Centris Group, Inc. Common Stock, are as follows: . Putnam Asset Allocation - Growth Portfolio - This fund seeks capital appreciation by allocating its investments between equity and fixed income class securities. . Putnam International Growth Fund - This fund seeks capital appreciation by investing primarily in equity securities of companies located in a country other than the United States. . Putnam New Opportunities Fund - This fund seeks capital appreciation by investing principally in common stocks of companies in sectors of the economy which the fund's investment manager believes possess above- average, long-term growth potential. . Putnam Asset Allocation - Conservative Portfolio - This fund seeks total return consistent with preservation of capital by allocating its investments between fixed income and equity class securities. . Putnam Diversified Income Trust - This fund seeks high current income consistent with preservation of capital by allocating investments among three sectors of the fixed income securities markets: U.S. Government, High Yield and International. . The Centris Group, Inc. Common Stock - This fund is comprised of shares of common stock of The Centris Group, Inc. and money market instruments. The objective of this fund is long-term capital growth. . Putnam Voyager Fund - This fund seeks capital appreciation by investing primarily in common stocks of companies that the fund's investment manager believes have potential for capital appreciation which is significantly greater than that of the market averages. . Putnam Stable Value Fund - This fund seeks to preserve principal and achieve high current income through a diversified portfolio of high- quality investment contracts. All interest and dividends received from each investment fund are automatically reinvested in their respective investment fund. (Continued) THE CENTRIS GROUP, INC. EMPLOYEES' SAVINGS PLAN Notes to Financial Statements December 31, 1998 and 1997 At December 31, 1998, all funds, with the exception of the Putnam Asset Allocation - Conservative Portfolio, the Participant Loan Fund and the pending account had investment balances that represented greater than 5% of the net assets available for Plan benefits. At December 31, 1997, all funds, with the exception of the Putnam Asset Allocation - Conservative Portfolio and the Participant Loan Fund, had investment balances that represented greater than 5% of net assets available for Plan benefits. The number of employees participating in the respective funds at December 31, 1998 and 1997 were as follows:
1998: Putnam Asset Allocation - Growth Portfolio 114 Putnam International Growth Fund 93 Putnam New Opportunities Fund 138 Putnam Asset Allocation - Conservative Portfolio 180 Putnam Diversified Income Trust 87 The Centris Group, Inc. Common Stock 86 Participant Loan Fund 39 Putnam Voyager Fund 141 Putnam Stable Value Fund 108 ==================== 1997: Putnam Asset Allocation - Growth Portfolio 93 Putnam International Growth Fund 60 Putnam New Opportunities Fund 120 Putnam Asset Allocation - Conservative Portfolio 16 Putnam Diversified Income Trust 55 The Centris Group, Inc. Common Stock 46 Participant Loan Fund 39 Putnam Voyager Fund 113 Putnam Stable Value Fund 82 ====================
(5) Commitments and Reconciliation to Form 5500 Net assets available for Plan benefits include $736,092 and $419,970 at December 31, 1998 and 1997, respectively, allocated to the accounts of persons who are no longer employees of the Company but have not yet received distribution of their account balances. These persons participate in the earnings of the Plan but not in contributions. Such amounts are shown as liabilities of the Plan in Form 5500, Annual Return/Report of Employee Benefit Plan, filed with the Department of Labor. (Continued) THE CENTRIS GROUP, INC. EMPLOYEES' SAVINGS PLAN Notes to Financial Statements December 31, 1998 and 1997 (6) Federal Income Taxes The Plan qualifies under the provisions of Sections 401(a) and 401(k) of the Internal Revenue Code and is exempt from Federal income taxes under provisions of Section 501(a) of the Internal Revenue Code. The Company received a favorable determination letter on the Plan on May 22, 1998 from the Internal Revenue Service, and the Company believes that the Plan continues to qualify and operate as designed. (7) Administration Costs Administration costs of the Plan were approximately $19,315 and $3,711 for the years ended December 31, 1998 and 1997, respectively, and were paid directly by the Company. Schedule 1 THE CENTRIS GROUP, INC. EMPLOYEES' SAVINGS PLAN Line 27a-Schedule of Assets Held for Investment Purposes December 31, 1998
Number of shares, units or principal Current Description of investments amount Cost value - ---------------------------- --------------- --------------- --------------- * Putnam Asset Allocation-Growth Portfolio annual effective return of 13.74% in 1998 73,052 $ 864,014 995,694 * Putnam International Growth Fund annual effective return of 18.95% in 1998 33,908 558,571 652,064 * Putnam New Opportunities Fund annual effective return of 24.39% in 1998 24,564 1,095,394 1,435,305 * Putnam Asset Allocation-Conservative Portfolio annual effective return of 9.11% in 1998 9,012 90,898 93,547 * Putnam Diversified Income Trust annual effective return of -1.9% in 1998 44,962 555,022 517,067 * The Centris Group, Inc. Common Stock, effective return: -11.65% in 1998 118,790 986,768 1,158,204 * Putnam Voyager Fund annual effective return of 24.05% in 1998 62,154 1,128,822 1,362,404 * Putnam Stable Value Fund annual effective return of 5.77% in 1998 1,464,672 1,464,672 1,464,672 Participant Loan Fund Loans outstanding at year-end, interest rate ranging from 8.50% to 10.00% -- -- 268,396 Pending Fund 1,849 1,849 1,849 ========= ========= ---------- Total investments $7,949,202 ==========
* Party in interest. See accompanying independent auditors' report Schedule 2 THE CENTRIS GROUP, INC. EMPLOYEES' SAVINGS PLAN Line 27d-Schedule of Reportable Transactions Year ended December 31, 1998
Description (number) of Indentity of party involved Description of asset transactions - ------------------------------------ --------------------------------- ---------------- *Putnam Investments Retirement Plan Putnam Asset Allocation- Purchases (52) Growth Portfolio Sales (50) *Putnam Investments Retirement Plan Putnam New Opportunities Fund Purchases (61) Sales (61) *Putnam Investments Retirement Plan Putnam Voyager Fund Purchases (55) Sales (44) *Putnam Investments Retirement Plan Putnam Stable Value Fund Purchases (87) Sales (44)
Current value Expenses of asset on Purchase Selling incurred with transaction Net gain Indentity of party involved price price transaction Cost date (loss) - ----------------------------------- ------------ ------------- ------------- ------------- ------------- ------------- *Putnam Investments Retirement Plan $337,920 -- -- 337,920 337,920 -- -- 206,764 -- 197,818 197,818 8,946 *Putnam Investments Retirement Plan 490,637 -- -- 490,637 490,637 -- -- 269,792 -- 253,712 253,712 16,080 *Putnam Investments Retirement Plan 556,101 -- -- 556,101 556,101 -- -- 219,219 -- 205,045 205,045 14,174 *Putnam Investments Retirement Plan 806,696 -- -- 806,696 805,696 -- -- 486,078 -- 486,078 486,078 -- ========= ========= ========= ========= ========= =========
* Party in interest. See accompanying independent auditors' report. EX-23.1 2 CONSENT OF KPMG EXHIBIT 23.1 The Board of Directors The Centris Group, Inc.: We consent to incorporation by reference in the registration statement (No. 33- 46841) on Form S-8 of The Centris Group, Inc. of our report dated May 26, 1999, relating to the statements of net assets available for plan benefits with fund information of The Centris Group, Inc. Employees' Savings Plan as of December 31, 1998 and 1997, the related statements of changes in net assets available for plan benefits with fund information for the years then ended and related schedules as of and for the year ended December 31, 1998, which report appears in the December 31, 1998 Annual Report on Form 11-K of The Centris Group, Inc. KPMG LLP Los Angeles, California June 10, 1999 -----END PRIVACY-ENHANCED MESSAGE-----