-----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, O9GsVdUUxglJi53yOoge13hwroWaARlSkWQBoy2tBeChVT7hrgaPAfQ6MfcOHbJ1 FihELpaRxv2fFQeQ8rkbjQ== 0001193125-08-208592.txt : 20081009 0001193125-08-208592.hdr.sgml : 20081009 20081009171125 ACCESSION NUMBER: 0001193125-08-208592 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20081009 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20081009 DATE AS OF CHANGE: 20081009 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HORACE MANN EDUCATORS CORP /DE/ CENTRAL INDEX KEY: 0000850141 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 370911756 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10890 FILM NUMBER: 081116481 BUSINESS ADDRESS: STREET 1: 1 HORACE MANN PLZ CITY: SPRINGFIELD STATE: IL ZIP: 62715-0001 BUSINESS PHONE: 2177892500 MAIL ADDRESS: STREET 1: 1 HORACE MANN PLZ CITY: SPRINGFIELD STATE: IL ZIP: 62715-0001 FORMER COMPANY: FORMER CONFORMED NAME: HORACE MANN EDUCATORS CORP DATE OF NAME CHANGE: 19920108 8-K 1 d8k.htm FORM 8-K Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report: October 9, 2008

 

 

HORACE MANN EDUCATORS CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-10890   37-0911756
(State of incorporation)   (Commission File Number)  

(I.R.S. Employer

Identification No.)

1 Horace Mann Plaza, Springfield, Illinois 62715-0001

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: 217-789-2500

 

 

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

 

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

 

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

 

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

 

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

 

 

 


Forward-looking Information

Statements included in the accompanying press release that state Horace Mann Educators Corporation’s (the “Company”) or its management’s intentions, hopes, beliefs, expectations or predictions of future events or the Company’s future financial performance are forward-looking statements and involve known and unknown risks, uncertainties and other factors. Horace Mann is not under any obligation to (and expressly disclaims any such obligation to) update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. It is important to note that the Company’s actual results could differ materially from those projected in such forward-looking statements. Please refer to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2008 and the Company’s past and future filings and reports filed with the Securities and Exchange Commission for information concerning the important factors that could cause actual results to differ materially from those in forward-looking statements.

 

Item 8.01: Other Events

On October 9, 2008, Horace Mann Educators Corporation issued a press release 1) clarifying the purpose of its $75 million bank credit facility borrowing, 2) estimating its financial impact from catastrophe activity and realized investment losses for the three month period ended September 30, 2008, and 3) revising guidance on financial results for the year ended December 31, 2008. A copy of the press release is attached as Exhibit 99.2 and is incorporated by reference herein.

 

Item 9.01: Financial Statements and Exhibits

 

(d)    Exhibits.
99.1    Glossary of Selected Terms
99.2    Horace Mann Educators Corporation press release dated October 9, 2008.

 

1


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 hereunto duly authorized.

 

HORACE MANN EDUCATORS CORPORATION
By:  

/s/    Bret A. Conklin

Name:   Bret A. Conklin
Title:   Senior Vice President & Controller
  (Principal Accounting Officer)

Date: October 9, 2008

 

2

EX-99.1 2 dex991.htm GLOSSARY OF SELECTED TERMS Glossary of Selected Terms

Exhibit 99.1

Glossary of Selected Terms

The following measures are used by the Company’s management to evaluate performance against historical results and establish targets on a consolidated basis. A number of these measures are components of net income or the balance sheet but, in some cases, may be considered non-GAAP financial measures under applicable SEC rules because they are not displayed as separate line items in the Consolidated Statement of Operations or Consolidated Balance Sheets, and in some cases, require inclusion or exclusion of certain items not ordinarily included or excluded in a GAAP financial measure. In the opinion of the Company’s management, a discussion of these measures is meaningful to provide investors with an understanding of the significant factors that comprise the Company’s periodic results of operations and financial condition.

Agent - A licensed representative of an insurer in marketing insurance products.

 

 

Career agents - Agents under contract with the Company to market only the Company’s products and limited additional third-party vendor products authorized by the Company.

 

 

Experienced agents - Career Agents with more than two years of experience with the Company. Their compensation is comprised of commissions and incentives.

 

 

Financed agents - Career Agents in their first two years of employment with the Company. Their compensation is comprised of a base salary (subsidy) and commissions, with the base salary (subsidy) component declining as the agent gains more experience. Financed Agents are also eligible for incentives.

 

 

Licensed producers - Staff of Career Agents who are licensed to write insurance business.

 

 

Independent agents - Agents who are under contract with the Company to market the Company’s annuity products but who are not restricted to writing only the Company’s products and products authorized by the Company.

Book value per share excluding the fair value adjustment for investments - The result of dividing total shareholders’ equity excluding after tax net unrealized gains and losses on fixed maturities and equity securities, including the related effect on certain deferred policy acquisition costs and value of acquired insurance in force, by ending shares outstanding. Book value per share is the most directly comparable GAAP measure.

 

-1-


Catastrophe costs - The sum of catastrophe losses and property and casualty catastrophe reinsurance reinstatement premiums.

Catastrophe losses - In categorizing property and casualty claims as being from a catastrophe, the Company utilizes the designations of the Property Claims Service, a subsidiary of Insurance Services Office, Inc., and additionally beginning in 2007, includes losses from all such events that meet the definition of covered loss in the Company’s primary catastrophe excess of loss reinsurance contract, and reports loss and loss adjustment expense amounts net of reinsurance recoverables. A catastrophe is a severe loss resulting from natural and man-made events within a particular territory, including risks such as fire, earthquake, windstorm, explosion, terrorism and other similar events, that causes $25 million or more in insured property and casualty losses for the industry and affects a significant number of property and casualty insurers and policyholders. Each catastrophe has unique characteristics. Catastrophes are not predictable as to timing or amount in advance, and therefore their effects are not included in earnings or claim and claim adjustment expense reserves prior to occurrence. In the opinion of the Company’s management, a discussion of the impact of catastrophes is meaningful for investors to understand the variability in periodic earnings.

Net income before realized investment gains and losses - Net income adjusted to exclude after tax realized investment gains and losses. Net income is the most directly comparable GAAP measure. A projection of net income, including after tax realized investment gains and losses, is not accessible on a forward-looking basis because management believes that it is not possible to provide a reliable forecast of realized investment gains and losses, which can vary substantially from one period to another and may have a significant impact on net income.

Net Reserves - Property and casualty unpaid claim and claim expense reserves net of anticipated reinsurance recoverables.

Prior Years’ Reserve Development - A measure which the Company reports for its property and casualty segment which identifies the increase or decrease in net incurred claim and claim adjustment expense reserves at successive valuation dates for claims which occurred in previous calendar years. In the opinion of the Company’s management, a discussion of prior years’ loss reserve development is useful to investors as it allows them to assess the impact on current period earnings of incurred claims experience from the current calendar year and previous calendar years.

 

-2-


Property and casualty operating statistics - Operating measures utilized by the Company and the insurance industry regarding the relative profitability of property and casualty underwriting results.

 

 

Loss Ratio or Loss and Loss Adjustment Expense Ratio - The ratio of (1) the sum of net incurred losses and loss adjustment expenses to (2) net earned premiums.

 

 

Expense Ratio - The ratio of (1) the sum of operating expenses and the amortization of policy acquisition costs to (2) net earned premiums.

 

 

Combined Ratio - The sum of the Loss Ratio and the Expense Ratio. A Combined Ratio less than 100% generally indicates profitable underwriting prior to the consideration of investment income.

 

 

Combined Ratio Excluding Catastrophes and Prior Years’ Reserve Development - The sum of the Loss Ratio and the Expense Ratio adjusted to remove the effect of catastrophe costs and prior years’ reserve development. The Combined Ratio is the most directly comparable GAAP measure.

Return on equity - The ratio of (1) trailing 12-month net income to (2) the average of ending shareholders’ equity for the current quarter end and the preceding four quarter ends.

Sales or Annualized New Sales - Sales represent the amount of new business sold during the period and exclude renewal of policies sold in previous periods. Sales are measured by the Company as premiums and deposits to be collected over the 12 months following the sale of a new policy, and this time period may extend into the following calendar year. Sales should not be viewed as a substitute for any financial measure determined in accordance with GAAP, including “sales” as it relates to non-insurance companies, and the Company’s definition of sales might differ from that used by other companies. The Company utilizes sales information as a performance measure that indicates the productivity of Career Agents and Independent Agents. Sales are also a leading indicator of future revenue trends.

 

-3-

EX-99.2 3 dex992.htm HORACE MANN EDUCATORS CORPORATION PRESS RELEASE Horace Mann Educators Corporation press release

Exhibit 99.2

[Horace Mann Educators Corporation logo]

 

  

Dwayne D. Hallman

Senior Vice President - Finance

Horace Mann Educators Corporation

(217) 788-5708

www.horacemann.com

HORACE MANN CLARIFIES RECENT BANK CREDIT

FACILITY BORROWING, REVISES 2008 EARNINGS GUIDANCE

SPRINGFIELD, Ill., October 9, 2008 — Horace Mann Educators Corporation (NYSE:HMN) disclosed in a Form 8-K, filed after the market closed on October 8, 2008, that it had drawn down $75 million of its existing $125 million bank credit facility. Based on a significant decline today in the price of the company’s stock and anecdotal market intelligence, the company’s management has concluded that the market may have misinterpreted the purpose of this borrowing.

“The $75 million was borrowed to contribute capital to our insurance subsidiaries, if necessary, to maintain capital and operating ratios at a level consistent with their current financial strength ratings,” said Louis G. Lower II, President and Chief Executive Officer. “While we do not believe that we will need to utilize the entire amount borrowed to maintain the appropriate capital levels of these subsidiaries, we chose to draw this amount in light of concerns regarding bank lending capacity at the time the borrowing was made. At this level of borrowing, Horace Mann’s debt to capital ratio is expected to remain within management’s target range.”

“Horace Mann is not facing a liquidity crisis either at the insurance subsidiary or holding company levels,” stated Lower. “The company does not currently utilize hedging or credit default swap programs and suspended its securities lending program effective August 2007, with no outstanding balances as of September 30, 2008. The company does not have any near-term refinancing needs; the bank credit facility expires in December 2011 and the company’s long-term debt does not mature until 2015 and 2016.”

With regard to the current financial markets crisis, the company estimates that approximately $50 million pretax of investment losses and other-than-temporary impairments will be recognized in the third quarter, based on preliminary September 30, 2008 pricing. As previously disclosed, approximately $33 million of this amount is due to impairment write-downs of fixed maturity and preferred stock securities of Lehman Brothers Holdings, Inc., the Federal National Mortgage Association (“Fannie Mae”), the Federal Home Loan Mortgage Corporation (“Freddie Mac”), and American International Group, Inc.

 

-1-


Horace Mann estimates its financial impact from catastrophe losses during the three months ended September 30, 2008 will total $34 million to $38 million pretax. This estimate includes loss and loss adjustment expenses of $11 million to $14 million each for Hurricanes Gustav and Ike, including approximately $1 million in assessments from the Texas Windstorm Insurance Association related to Hurricane Ike; $5 million to $7 million related to other third quarter catastrophe events; and approximately $4 million to $5 million of reserve development for catastrophe activity in the second quarter of 2008. The company’s pretax catastrophe costs were $10.3 million for the three months ended September 30, 2007.

“Primarily as a result of the higher than expected level of catastrophe losses in the third quarter, we are reducing our full-year 2008 estimate of net income excluding net realized investment gains and losses from $1.30 to $1.45 per share to between $1.10 and $1.25 per share based on information available today,” continued Lower.

“The excessive catastrophe costs incurred during the first three quarters, coupled with the effects of the financial markets crisis, have made 2008 a challenging year for the insurance industry,” continued Lower. “While the financial impact of these challenges on Horace Mann will be material, we believe the impact on our capital and surplus and underlying financial strength is very manageable.”

Horace Mann plans to release third quarter 2008 financial results on Wednesday, October 29, 2008, followed by a conference call at 10:00 a.m. EDT on Thursday, October 30, 2008, to discuss the company’s third quarter performance. Live and archived broadcasts of that conference call will be posted on the company’s Web site.

Horace Mann — the largest national multiline insurance company focusing on educators’ financial needs — provides auto and homeowners insurance, retirement annuities, life insurance and other financial solutions. Founded by educators for educators in 1945, the company is headquartered in Springfield, Ill. For more information, visit www.horacemann.com.

Statements included in this news release that are not historical in nature are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995 and are subject to certain risks and uncertainties. Horace Mann is not under any obligation to (and expressly disclaims any such obligation to) update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Please refer to the company’s Quarterly Report on Form 10-Q for the period ended June 30, 2008 and the company’s past and future filings and reports filed with the Securities and Exchange Commission for information concerning the important factors that could cause actual results to differ materially from those in forward-looking statements.

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