-----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, Pfqy69puH2bKb46R2T2/edikkKeFXukNIBFDDgVX2jVZbQAoGgXqKgdLE+PsTjWn rAlgKr79GWZMPDbAldCMmg== 0000950134-03-008382.txt : 20030519 0000950134-03-008382.hdr.sgml : 20030519 20030519172502 ACCESSION NUMBER: 0000950134-03-008382 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030514 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030519 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CITIZENS INC CENTRAL INDEX KEY: 0000024090 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 840755371 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-16509 FILM NUMBER: 03711130 BUSINESS ADDRESS: STREET 1: 400 EAST ANDERSON LANE CITY: AUSTIN STATE: TX ZIP: 78752 BUSINESS PHONE: 5128377100 MAIL ADDRESS: STREET 1: 400 EAST ANDERSON LANE CITY: AUSTIN STATE: TX ZIP: 78752 FORMER COMPANY: FORMER CONFORMED NAME: CONTINENTAL INVESTORS LIFE INC DATE OF NAME CHANGE: 19881222 8-K 1 d06183e8vk.txt FORM 8-K 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 (Date of earliest event reported): May 14, 2003 CITIZENS, INC. (Exact name of registrant as specified in its charter) COLORADO 0-16509 84-0755371 ============================ ========================= ===================== (State or other jurisdiction (Commission (IRS Employer of incorporation File Number) Identification No.) 400 East Anderson Lane Austin, Texas 78752 (Address of principal executive offices) (Zip Code) 512-837-7100 Registrant's telephone number, including area code TABLE OF CONTENTS Item 7. Financial Statements and Exhibits Item 9. Regulation FD Disclosure (including Item 12 information) Signature Exhibit Index EX - 99.1 Press Release
2 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS Filed herewith is the following:
EXHIBIT NO. DESCRIPTION ============= ============================================================== 99.1 Press Release dated May 14, 2003
ITEM 9: REGULATION FD DISCLOSURE (including Item 12 information) The following information, which is intended to be furnished under Item 12 "Results of Operations and Financial Condition," is being furnished under this Item 9 in accordance with SEC Release No. 33-8216. On May 14, 2003, Citizens, Inc. issued a press release announcing first quarter 2003 financial results. A copy of the press release as well as supplemental information is furnished with this report as Exhibit 99.1, and is incorporated herein by reference. The information in this report is being furnished, not filed, for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and pursuant to Item 12 of Form 8-K will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. 3 SIGNATURE Pursuant to the requirement 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. CITIZENS, INC. By: /s/ Mark A. Oliver ------------------------------- Mark A. Oliver, FLMI, President Date: May 19, 2003 4 EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION =========== ======================================================= 99.1 Press Release dated May 14, 2003
5
EX-99.1 3 d06183exv99w1.txt PRESS RELEASE [CITIZENS LOGO] NEWS RELEASE - -------------------------------------------------------------------------------- FOR FURTHER INFORMATION CONTACT: Joel H. Mathis Vice President Public Relations and Investor Relations CITIZENS, INC. ANNOUNCES FIRST QUARTER RESULTS AUSTIN, TEXAS -- MAY 14, 2003 -- Citizens, Inc. (NYSE: CIA), reported a net loss of $(339,000) or ($0.01) per share for the quarter ended March 31, 2003. This loss compares to net income of $1,502,803 or $0.05 per share during the same period in 2002. A number of factors contributed to the decline in first quarter earnings, including the inclusion of three acquisitions consummated over the past year and the overhead associated with their operations, a decline in net investment income resulting from the historically low interest rate environment, a decrease in Accident and Health (A&H) premiums as a result of rate increases and increased surrender activity as a result of significant economic downturns in several key international markets. Total revenues increased $3.9 million or 24.9% in the first three months of 2003 to $19.7 million compared to the first three months of 2002 when revenues were $15.8 million. The increase resulted from $4.6 million in revenues related to the acquisition of Combined Underwriters Life Insurance Company (Combined) and Lifeline Underwriters Life Insurance Company (Lifeline) in March, 2002 and First Alliance Corporation (First Alliance) in February, 2003, offset by a decrease in net investment income and lower A&H premiums. Combined and Lifeline had only a nominal effect on first quarter 2002 results due to an acquisition date of March 19, 2002. Premium income for the first three months of 2003 was $15.9 million compared to $12.1 million for the same period in 2002. The 2003 increase of $3.8 million was comprised of $4.2 million in premium income related to the acquisition of Combined, Lifeline and First Alliance and a small reduction in the Company's historical book of business as renewal life and accident and health premiums declined slightly. Management's implementation of significant rate increases in supplemental non-cancelable accident and health products and the non-renewal of approximately $2.5 million of major medical premiums due to increased loss ratios contributed to the decrease in accident and health premiums, while severe economic problems in several key international markets contributed to the decline in life premium. Claims and surrenders increased $3.6 million from $6.1 million for the three months ended March 31, 2002 to $9.7 million for the same period in 2003. The 2003 increase resulted from $1.1 million in claims and surrenders related to Combined, Lifeline and First Alliance while the Company's surrenders increased by approximately $1.1 million. The increased surrender activity relates to the economic conditions mentioned above. -- More -- - -------------------------------------------------------------------------------- Executive Office o P.O. Box 149151 o Austin, Texas 78714-9151 Phone 512 837-7100 o Fax 512-836-9334 email: PR@citizensinc.com o web site: www.citizensinc.com Underwriting and insurance expenses during the first quarter of 2003 reached $4.9 million, an 85.7% increase from the prior year when such expenses were $2.7 million. The increase is attributable to the inclusion of the companies acquired over the past year, as well as expenses resulting from a shift in marketing management from the field to the home office, which increased operating expenses, while decreasing commission expenses. Assets at March 31, 2003 totaled $364.3 million, compared to $326.3 million at December 31, 2002, an increase of $38 million or 11.6%. The growth was principally related to the Company's recent acquisition of First Alliance for approximately 2.6 million Class A shares. Stockholders' equity increased $18.2 million from $101.8 million at December 31, 2002 to $120 million at March 31, 2003, with the increase attributable primarily to the acquisition. On March 7, 2003, Citizens entered into a Plan and Agreement of Merger with Mid-American Alliance Corporation (Mid-American) a Missouri insurance holding company, whereby Citizens will acquire all of the outstanding shares of Mid-American for shares of its Class A common stock. The transaction values Mid-American's shares at $1.35 each and the Company's Class A shares based on the average closing price for the 20 trading days preceding closing. Closing is expected in mid-2003. The transaction is valued at $8.2 million. "Although an operating loss resulted from the inclusion of the recent acquisitions, we expect positive results in the long term," said Mark A. Oliver, President of Citizens. ABOUT CITIZENS, INC. Citizens, Inc. is a financial services company listed on the New York Stock Exchange under the symbol CIA. Its growth strategy is to achieve $1 billion in assets, $250 million in revenues and $10 billion of life insurance in force by 2010 targeting the sale of U.S. dollar whole life insurance policies in the United States and overseas, and via the acquisition of other life insurance companies. Citizens is included in the Russell 2000(R) Index, which measures the performance of the largest companies in the U.S. stock market, based on market capitalization. Citizens' stock closed at $6.79 on May 12, 2003. Additional information is available at the Company's web site: WWW.CITIZENSINC.COM. - ------------------- -- More -- -------------------------------------------------------------------- Information herein contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which can be identified by words such as "may", "will", "expect", "anticipate" or "continue" or comparable words. In addition, all statements other than statements of historical facts that address activities that the Company expects or anticipates will or may occur in the future are forward-looking statements. Readers are encouraged to read the SEC reports of the Company, particularly its Form 10-K for the fiscal year ended December 31, 2002, for the meaningful cautionary language disclosing why actual results may vary materially from those anticipated by management. CITIZENS, INC. COMPARATIVE CONSOLIDATED FINANCIAL HIGHLIGHTS OPERATING STATEMENTS
(UNAUDITED) THREE MONTHS ENDED MARCH 31, ------------------ 2003 2002 ---- ---- PREMIUMS AND OTHER REVENUES Premium income $15,937,561 $12,074,618 Net investment income 3,427,907 3,454,512 Other 340,034 239,619 ----------- ----------- Total revenues $19,705,502 $15,768,749 BENEFITS AND EXPENSES Increase in future policy benefit reserves (1,536,691) $ 1,733,980 Claims and surrenders 9,727,997 6,077,929 Policyholder dividends 706,589 709,446 Commissions 3,572,895 2,976,825 Underwriting and insurance expenses 4,942,378 2,661,403 Net change in deferred policy acquisition costs (325,369) (646,412) Other 3,047,153 196,944 ----------- ----------- Total benefits and expenses $20,134,952 $13,710,115 ----------- ----------- INCOME (LOSS) BEFORE FEDERAL INCOME TAX $ (429,450) $ 2,058,634 FEDERAL INCOME TAX EXPENSE (BENEFIT) (90,443) 555,831 ----------- ----------- NET INCOME (LOSS) $ (339,007) $ 1,502,803 =========== ===========
INCOME (LOSS) PER SHARE NET INCOME (LOSS) PER SHARE ($0.01) $0.05 ========== ========== AVERAGE SHARES OUTSTANDING 31,287,658 29,073,066 ========== ==========
BALANCE SHEETS
(UNAUDITED) (UNAUDITED) (UNAUDITED) (UNAUDITED) MARCH 31, DECEMBER 31, SEPTEMBER 30, JUNE 30, MARCH 31, 2003 2002 2002 2002 2002 ---- ---- ---- ---- ---- Total assets $364,315,985 $326,291,001 $320,477,535 $319,382,108 $312,363,433 Total invested assets $219,820,972 $226,008,600 $216,758,585 $220,136,311 $219,979,651 Stockholders' equity $119,980,032 $101,792,305 $ 97,617,296 $ 97,686,024 $ 93,853,586
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