8-K 1 jhlico.txt JOHN HANCOCK LIFE INSURANCE COMPANY 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: January 8, 2003 (Date of Earliest Event Reported) JOHN HANCOCK LIFE INSURANCE COMPANY (Exact name of registrant as specified in charter) Commission File Number: 333-45862 MASSACHUSETTS 04-1414660 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) John Hancock Place Boston, Massachusetts 02117 (Address of principal executive offices) (617) 572-6000 (Registrant's telephone number, including area code) ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE On January 8, 2003, John Hancock Financial Services, Inc., a Delaware corporation, issued a press release, a copy of which is attached hereto as Exhibit 99 and is incorporated herein by reference. John Hancock Life Insurance Company, is a direct, wholly-owned subsidiary of John Hancock Financial Services, Inc. Exhibit No. Item ----------- ---- 99 Press Release of John Hancock Financial Services, Inc., dated January 8, 2003. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized. JOHN HANCOCK LIFE INSURANCE COMPANY Date: January 9, 2003 By: /s/ Wayne A. Budd ---------------------------- Wayne A. Budd Executive Vice President and General Counsel Exhibit 99 CONTACTS: --------- Media: Roy Anderson - John Hancock 617-572-6385 Investors: Jean Peters - John Hancock 617-572-9282 Media: Michael Buckley - Allmerica Financial 508-855-3099 Investors: Henry St. Cyr - Allmerica Financial 508-855-2959 JOHN HANCOCK TO PURCHASE ALLMERICA'S FIXED UNIVERSAL LIFE INSURANCE BUSINESS Agreement to Reinsure Will Increase Hancock's In-Force Core Life Business BOSTON and WORCESTER, January 8, 2003 - John Hancock Financial Services, Inc. (NYSE: JHF) and Allmerica Financial Corporation (NYSE: AFC) today announced that John Hancock has signed an agreement to reinsure the fixed universal life insurance business of Allmerica. The transaction, which is subject to customary closing conditions and representations and warranties regarding the business being transferred, is valued at approximately $90 million, and is expected to close in the first quarter of 2003. Under the agreement, John Hancock will receive reserves and a re-occurring stream of premium payments on the book of business. John Hancock will assume liability for Allmerica's fixed universal life policies, including claims payments and any other policy obligations. "The purchase of Allmerica's fixed universal life business continues John Hancock's ongoing strategy of growing our core life businesses," says David F. D'Alessandro, chairman and chief executive officer of John Hancock. "We are accomplishing this through sales growth, where we are outpacing the industry as of third quarter 2002, and by making strategic acquisitions like this." The deal provides for Allmerica's in-force fixed universal life insurance business to be administered by John Hancock, following a transition period. Integration of John Hancock and Allmerica's fixed universal life operations is expected to be seamless to policyholders, without change in the ways policies are administered. The transaction will not result in any change to the terms or conditions of the policies. -more- -2- At closing, the transaction is expected to immediately increase John Hancock's in-force fixed universal life business by about 20 percent. John Hancock will acquire a business that at September 30, 2002 had approximately $650 million in account balances and approximately 48,000 policies in force. The transaction is expected to be slightly accretive to earnings in 2003, but within overall guidance. "This transaction is one element of a broader, strategic restructuring effort that has enabled us to strengthen the capital of our life insurance companies," said Edward J. Parry, III, president of Allmerica's Asset Accumulation Companies and Allmerica's chief financial officer. "We are confident our clients will benefit from John Hancock's strong customer service operation and its commitment to further expand its presence in the universal life insurance business." "This acquisition will bolster John Hancock's position in the fixed universal life insurance market," said Michael Bell, senior executive vice president of Hancock's Retail Sector. "It gives us a more sizeable block of fixed universal life business that will provide economies of scale, allowing us to spread expenses over a broader base. The acquisition also will enable John Hancock to leverage its investment capabilities to benefit policyholders and investors." As of September 30, 2002, John Hancock had fixed universal life insurance sales of $66.0 million and over 62,000 fixed universal policies in force, accounting for $3.141 billion in fixed universal life account value. John Hancock Financial Services is a leading U.S financial services company, providing a broad array of insurance and investment products and services to retail and institutional customers. As of September 30, 2002, John Hancock and its subsidiaries had total assets under management of $121.2 billion. John Hancock was advised on this transaction by Bear, Stearns & Co. Inc. Allmerica Financial Corporation is the holding company for a diversified group of insurance and financial services companies headquartered in Worcester, Mass. Forward-looking Statements The statements, analyses, and other information contained herein relating to trends in the company's operations and financial results, the markets for the company's products, the future development of the company's business, and the contingencies and uncertainties to which the company may be subject, as well as other statements including words such as "anticipate," "believe," "plan," "estimate," "expect," "intend," "will," "should," "may," and other similar expressions, are "forward-looking statements" under the Private Securities Litigation Reform Act of 1995. Such statements are made based upon management's current expectations and beliefs concerning future events and their potential effects on the company. -more- -3- Future events and their effects on the company may not be those anticipated by management. John Hancock's actual results may differ materially from the results anticipated in these forward-looking statements. For a discussion of factors that could cause or contribute to such material differences, investors are directed to the risks and uncertainties discussed in our Form 10-K for the year ended December 31, 2001, and other documents filed by the company with the Securities and Exchange Commission. These risks and uncertainties include, without limitation, the following: changes in general economic conditions; the performance of financial markets and interest rates; customer responsiveness to existing and new products and distribution channels; competitive and business factors; new tax or other legislation; and government regulation. The company specifically disclaims any obligation to update or revise any forward looking information, whether as a result of new information, future developments or otherwise. # # #