Form 10-K
Table of Contents

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 10-K

 

 

 

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

For the fiscal year ended December 31, 2013

or

 

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

Commission File No. 001- 34280

 

 

 

 

LOGO

American National Insurance Company

(Exact name of registrant as specified in its charter)

 

 

 

Texas   74-0484030

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

One Moody Plaza

Galveston, Texas 77550-7999

(Address of principal executive offices) (Zip Code)

(409) 763-4661

(Registrant’s telephone number, including area code)

 

 

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 reports), and (2) has been subject to such filing requirements for the past 90 days.    x  Yes    ¨  No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    x  Yes    ¨  No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act:

 

Large accelerated filer   x    Accelerated filer   ¨
Non-accelerated filer   ¨    Smaller reporting company   ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    ¨  Yes    x  No

The aggregate market value on June 30, 2013 (the last business day of the registrant’s most recently completed second fiscal quarter) of the voting stock held by non-affiliates of the registrant was approximately $721.7 million. For purposes of the determination of the above-stated amount, only directors, executive officers and 10% shareholders are presumed to be affiliates, but neither the registrant nor any such person concedes that they are affiliates of registrant.

As of February 14, 2014, there were 26,895,188 shares of the registrant’s voting common stock, $1.00 par value per share, outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Information called for in Part III of this Form 10-K is incorporated by reference to the registrant’s Definitive Proxy Statement to be filed within 120 days of the close of the registrant’s fiscal year in conjunction with the registrant’s annual meeting of shareholders.

 

 

 


Table of Contents

AMERICAN NATIONAL INSURANCE COMPANY

TABLE OF CONTENTS

 

PART I

     

ITEM 1.

   BUSINESS      3   

ITEM 1A.

   RISK FACTORS      11   

ITEM 1B.

   UNRESOLVED STAFF COMMENTS      22   

ITEM 2.

   PROPERTIES      22   

ITEM 3.

   LEGAL PROCEEDINGS      22   

ITEM 4.

   MINE SAFETY DISCLOSURES      22   

PART II

     

ITEM 5.

   MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES      23   

ITEM 6.

   SELECTED FINANCIAL DATA      25   

ITEM 7.

   MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS      25   

ITEM 7A.

   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK      60   

ITEM 8.

   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA      63   

ITEM 9.

   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE      109   

ITEM 9A.

   CONTROLS AND PROCEDURES      109   

ITEM 9B.

   OTHER INFORMATION      110   

PART III

     

ITEM 10.

   DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE      111   

ITEM 11.

   EXECUTIVE COMPENSATION      111   

ITEM 12.

   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS      111   

ITEM 13.

   CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE      111   

ITEM 14.

   PRINCIPAL ACCOUNTANT FEES AND SERVICES      111   

PART IV

     

ITEM 15.

   EXHIBITS AND FINANCIAL STATEMENT SCHEDULES      112   

INDEX TO EXHIBITS

     112   

SIGNATURES

     115   

 

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Table of Contents

PART I

 

ITEM 1. BUSINESS

Company Overview

American National Insurance Company has over 105 years of experience. We have maintained our corporate headquarters in Galveston, Texas since our founding in 1905. Our core businesses are life insurance, annuities and property and casualty insurance. We also offer limited health insurance. We provide personalized service to approximately six million policyholders throughout the United States, Puerto Rico, Guam, and American Samoa.

In this document, we refer to American National Insurance Company and its subsidiaries as the “Company,” “we,” “our,” and “us.”

Our vision is to be a leading provider of financial products and services for current and future generations. For more than a century, we have maintained a conservative business approach and corporate culture. We have an unwavering commitment to serve our policyholders, agents, and shareholders by providing excellent customer service and competitively priced and diversified products. We are committed to profitable growth, which enables us to remain financially strong. Acquisitions that are strategic and offer synergies may be considered, but they are not our primary source of growth. We invest regularly in our distribution channels and markets to fuel internal growth.

We are committed to excellence and maintaining high ethical standards in all our business dealings. Disciplined adherence to our core values has allowed us to deliver consistently high levels of customer service through talented people, who are at the heart of our business.

Business Segments

Our family of companies includes six life insurance companies, eight property and casualty insurance companies, and numerous non-insurance subsidiaries. Our business segments are:

Life Segment—Our Life segment provides the following products:

Whole Life. Whole life products provide a guaranteed benefit upon the death of the insured in return for the periodic payment of a fixed premium over a predetermined period. Premium payments may be required for the entire life of the contract period, to a specified age or period, and may be level or change in accordance with a predetermined schedule. Whole life insurance includes some policies that provide a participation feature in the form of dividends. Policyholders may receive dividends in cash or apply them to increase death benefits, increase cash values available upon surrender, or reduce the premiums required to maintain the contract in-force.

Term Life. Term life products provide a guaranteed benefit upon the death of the insured for a specified time period in return for the periodic payment of premiums. Coverage periods typically range from one year to thirty years, but in no event are they longer than the period over which premiums are paid.

Universal Life. Universal life products provide insurance coverage through a contract that gives the policyholder flexibility in premium payments and coverage amounts. Universal life products may allow the policyholder, within certain limits, to increase or decrease the amount of death benefit coverage over the term of the contract and to adjust the frequency and amount of premium payments. Universal life products are interest rate sensitive, and we determine the interest crediting rates, subject to specified minimums.

Equity-indexed universal life products have the same features as the universal life products, but also allow policyholders to earn additional return through credited interest tied to the performance of a particular stock index, such as the S&P 500.

 

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Variable Universal Life. Variable universal life products provide insurance coverage on the same basis as universal life, except that the policyholder bears the investment risk because the value of the policyholder’s account balance varies with the investment experience of the securities held in the separate accounts selected by the policyholder.

Credit Life Insurance. Credit life insurance products are sold in connection with a loan or other credit account. Credit life insurance products are designed to pay off the borrower’s remaining debt to the lender on a loan or credit account if the borrower dies during the coverage period.

Annuity Segment—Our Annuity segment manages the following products:

Deferred Annuity. A deferred annuity is an asset accumulation product. Deposits are received as a single payment, in the case of a single premium deferred annuity, or as multiple payments, in the case of a flexible premium deferred annuity. Deposits are credited with interest at our determined rates subject to policy minimums. For certain limited periods of time, usually from one to ten years, interest rates are guaranteed not to change. Deferred annuities usually have surrender charges that begin at issue and reduce over time and may have market value adjustments that can have a positive or negative effect on any surrender value.

An equity-indexed deferred annuity is credited with interest at minimum rates established by state insurance law. Any additional interest credited is typically tied to the performance of a particular stock market index.

Single Premium Immediate Annuity (“SPIA”). A SPIA is purchased with one premium payment, providing periodic (usually monthly or annual) income payments to the annuitant for a specified period, such as for the remainder of the annuitant’s life. Return of the original deposit may not be guaranteed, depending on the terms of the annuity contract.

Variable Annuity. In a variable annuity the policyholder bears the investment risk because the value of the policyholder’s account balance varies with the investment experience of the securities held in the separate accounts selected by the policyholder. These products have no guaranteed minimum withdrawal benefits.

Health Segment—Our Health segment provides the following products:

Medicare Supplement. Medicare Supplement insurance is a type of private health insurance designed to supplement or pay the costs of certain medical services not covered by Medicare.

Supplemental Insurance. Supplemental insurance is designed to provide supplemental coverage for specific events or illnesses, such as cancer, and accidental injury or death.

Medical Expense. Medical expense insurance covers most health expenses including hospitalization, surgery and outpatient services (excluding dental and vision costs). These products are now in run-off.

Stop-Loss. Stop-loss coverage is used by employers to limit their exposure under self-insurance medical plans. Two coverages, which are usually offered concurrently, are available:

Specific Stop-Loss is initiated when claims for an individual reach a threshold. After the threshold is reached, the policy reimburses claims paid by the employer up to the lifetime limit per individual.

Aggregate Stop-Loss reimburses the employer once the group’s total paid claims reach a threshold.

Credit Disability. Credit disability (also called credit accident and health) insurance pays a limited number of monthly payments on a loan or credit account if the borrower becomes disabled during the coverage period.

 

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Property and Casualty Segment—Our Property and Casualty segment provides the following products:

Personal Lines. Personal lines include insurance policies issued to individuals for auto, homeowners and other exposures. Personal auto insurance covers specific risks involved in owning and operating an automobile. Homeowner insurance provides coverage that protects the insured’s property against loss from perils. Other personal insurance provides coverage for property such as boats, motorcycles and recreational vehicles.

Commercial Lines. Agricultural business insurance comprises the majority of our commercial lines. This includes property and casualty coverage tailored for a farm, ranch, vineyard or other agricultural business, contractors, and business within the rural and suburban markets. Commercial auto insurance is typically issued in conjunction with the sale of our Agricultural business insurance and covers specific risks involved in owning and operating vehicles. Other commercial insurance is also sold along with our Agricultural business insurance policy and encompasses property, liability and workers’ compensation coverages.

Credit-Related Property Insurance Products. We primarily offer the following credit insurance products:

Collateral or Creditor Protection Insurance (“CPI”). CPI provides insurance against loss, expense to recover, or damage to personal property (typically automobiles and homes) pledged as collateral resulting from fire, burglary, collision, or other loss occurrence that would either impair a creditor’s interest or adversely affect the value of the collateral. The coverage is purchased according to the terms of the credit obligation when the borrower fails to provide the required insurance. The cost of the insurance is charged to the borrower.

Guaranteed Auto Protection or Guaranteed Asset Protection (“GAP”). GAP insures the excess outstanding indebtedness over the primary property insurance benefits that may occur when there is a total loss to or an unrecovered theft of the collateral. GAP can be written on a variety of assets that are used as collateral to secure credit; however, it is most commonly written on automobiles.

Corporate and Other Segment—Our Corporate and Other segment encompasses primarily our invested assets not used to support insurance activities. It also includes our non-insurance subsidiaries, such as our limited investment advisory services.

Marketing Channels

Product distribution is managed to satisfy specific markets in such a way that channel conflict across our five marketing channels is minimized and key brand identities are maintained. Whenever possible, products are cross-sold to maximize product offerings and return on investment in products and distribution. Our marketing channels are:

Independent Marketing Group (“IMG”)—distributes life insurance and annuities through independent agents serving middle and affluent markets, as well as niche markets such as the small pension plan arena. IMG provides products and service to clients in need of wealth protection, accumulation, distribution, and transfer. IMG markets products through financial institutions, large marketing organizations, employee benefit firms, broker-dealers, and independent insurance agents and brokers.

IMG also markets to individuals who favor purchasing insurance directly from insurance companies. It offers life insurance to middle-income customers through multiple channels including direct mail, internet and call centers.

Career Sales and Service Division (“CSSD”)—offers life insurance, annuities, and limited benefit health insurance products through exclusive employee agents primarily to the middle-income market. CSSD’s business model is structured to distribute new products as well as provide door-to-door collections and personalized service to the customer via agents located throughout much of the United States. CSSD has evolved its operations to offer a wider variety of products and alternative payment options to meet the changing needs of the customer. CSSD’s roots can be traced back to the Company’s founding in 1905.

 

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Multiple-line—offers life insurance, health insurance, annuities, and property and casualty insurance primarily through dedicated agents. Policyholders can do business with a single agent, which has been identified as an important driver to client satisfaction. Multiple-line serves individuals, families, agricultural clients, and small business owners at all income levels.

Health Division—through independent agents and managing general underwriters (“MGU”), primarily serves the needs of middle-income seniors and individuals preparing for retirement. The Health Division offers an array of life insurance, health insurance, and annuity products for this growing segment of the population, including group life products, limited benefit group health insurance products, and health reinsurance. It remains committed to traditional Medicare supplement products. The Health Division is responsible for the administration of health insurance products sold by other marketing channels.

Credit Insurance Division—offers products that provide protection against specific unpaid debt in the event of loss due to death or disability, or in the event of a loss of “ability to repay,” such as involuntary unemployment or untimely loss of collateral. Distribution includes general agents who market to financial institutions, automobile dealers, and furniture dealers. These general agents are given non-exclusive authority to solicit insurance within a specified geographic area and to appoint and supervise subagents.

Policyholder Liabilities

We record the amounts for policyholder liabilities in accordance with generally accepted accounting principles (“GAAP”) and the standards of practice of the American Academy of Actuaries. We carry liabilities for future policy benefits (associated with base policies and riders, unearned mortality charges and future disability benefits), for other policyholder liabilities (associated with unearned premiums and claims payable) and for unearned revenue (the unamortized portion of front-end fees). We also establish liabilities for unpaid claims and claim adjustment expenses, including those that have been incurred but not yet reported. In addition, we carry liabilities for minimum death benefit guarantees relating to certain annuity contracts, secondary guarantees relating to certain life policies, and fair value reserves associated with living benefits embedded derivative guarantees.

Pursuant to state insurance laws, we establish statutory reserves, which are reported as liabilities, and which generally differ from future policy benefits determined using GAAP on our respective policies. These statutory reserves are established in amounts sufficient to meet policy and contract obligations, when taken together with expected future premiums and interest at assumed rates.

Additional information regarding our policyholder liabilities may be found in Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Estimates—Reserves section.

Risk Management

A conservative operating philosophy was a founding principle for our Company. We manage risks throughout the Company by employing controls in our insurance and investment functions. These controls are designed to both place limits on activities and provide reporting information that helps shape any needed adjustments in our ongoing review of existing controls. We have a formal risk management program on an enterprise wide basis to coordinate risk management efforts and to provide reasonable assurance that our risk taking activities are aligned with our strategic objectives. The Audit Committee of the Board of Directors also reviews the Company’s risk assessment and management policies. This risk management program includes a corporate risk officer who chairs a Management Risk Committee to ensure consistent application of the enterprise risk management process across all business segments. We also use several senior management committees to support the discussion and enforcement of risk controls in our management of the Company.

Our insurance products are designed to offer a balance of features desired by the marketplace with provisions that mitigate our risk exposures to allow prudent management across our insurance portfolio. We employ underwriting standards to ensure proper rates are charged to various classes of insureds. In our life insurance and annuity products, we mitigate the risk of disintermediation through the use of surrender charges and market value adjustment features.

 

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The management of the linkage between the timing of settlement and the amount of obligations related to our insurance and annuity contracts and the cash flows and valuations of the invested assets supporting those obligations is a process commonly referred to as asset-liability management (“ALM”). Our ALM Committee regularly monitors the level of risk in the interaction of our assets and liabilities and helps shape actions intended to attain our desired risk-return profile. Investment allocations and duration targets also limit the risk exposure in our annuity products by limiting the credited rate to a range supported by these investments. Some of the additional tools which help shape investment decisions include deterministic and stochastic interest rate scenario analyses using a licensed, third party economic scenario generator and detailed insurance ALM models. These models also use experience related to surrenders and death claims.

We also manage risk by using reinsurance to limit our exposure on any one insurance contract or any single event or series of events. Our reinsurance program addresses some of our individual risks with exposures above certain amounts as well as our exposure to catastrophes including hurricanes, tornadoes, wind and hail events, earthquakes, fires following earthquakes, winter storms, and wildfires. We purchase reinsurance from many providers and we are not dependent on any single reinsurer. We believe that our reinsurers are reputable and financially secure, and we regularly review the financial strength ratings of our reinsurers to ensure they meet established thresholds. Reinsurance does not remove our liability to pay our policyholders, and we remain liable to our policyholders for the risks we insure. In our Property and Casualty segment, the purchase of catastrophic and other reinsurance is an important risk management tool. Further, the use of catastrophic event models is an important element of our risk management. These models assist us in the management of our exposure concentrations and the amount and structure of our reinsurance purchases. In addition to reinsurance protection, we manage our exposure to catastrophic risk by limiting personal homeowners business in coastal areas, implementing hurricane, wind and hail deductible requirements where appropriate, and not renewing coverage in regions where our exposure to risky events exceeds our risk appetite.

Pricing

We establish premium rates for life and health insurance products using assumptions as to future mortality, morbidity, persistency, and expenses, all of which are generally based on our experience, industry data, projected investment earnings, competition, regulations and legislation. Premium rates for property and casualty insurance are influenced by many factors, including the frequency and severity of claims, state regulation and legislation, competition, and general business and economic conditions, including market interest rates and inflation. Profitability is affected to the extent actual experience deviates from our pricing assumptions.

Payments for certain annuity and life products are not recognized as revenues, but are added to policyholder account balances. Revenues from these products are derived from charges to the account balances for insurance risk and administrative charges as well as charges imposed, in some cases, upon surrender. Profits are earned to the extent these revenues exceed actual costs. Profits are also earned from investment income on the deposits invested in excess of the amounts credited to policyholders.

Premiums for accident and health policies must take into account the rising costs of medical care. The annual rate of medical cost inflation has historically been higher than the general rate of inflation, requiring frequent rate increases, most of which are subject to approval by state regulatory agencies.

Competition

We compete principally on the scope of our distribution systems, the breadth of our product offerings, reputation, marketing expertise and support, our financial strength and ratings, our product features and prices, customer service, claims handling, and in the case of producers, compensation. The market for insurance, retirement and investment products continues to be highly fragmented and competitive. We compete with a large number of domestic and foreign insurance companies, many of which offer one or more similar products. In addition, for our products that include an asset accumulation component, our competition includes domestic and foreign securities firms, investment advisors, mutual funds, banks and other financial institutions.

 

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Several competing insurance carriers are larger than we are and have brands that are more commonly known and spend significantly more on advertising than we do. We remain competitive with these commonly known brands by relying on our abilities to manage costs, providing attractive coverage and service, maintaining positive relationships with our agents, and maintaining our financial strength ratings.

Ratings

Insurer ratings are independent opinions of rating agencies regarding the capacity of an insurance company to meet the obligations of its insurance policies and contracts in accordance with their terms. The ratings are based on comprehensive quantitative and qualitative evaluations of a company and its management strategy. The rating agencies do not provide ratings as a recommendation to purchase insurance or annuities, nor as a guarantee of an insurer’s current or future ability to meet contractual obligations. Each agency’s rating should be evaluated independently of any other rating. Ratings may be changed, suspended, or withdrawn at any time.

Our current insurer financial strength rating from two of the most widely referenced rating organizations as of the date of this filing are as follows:

 

    A.M. Best Company: A (1)

 

    Standard & Poor’s (“S&P”): A (2)

 

(1) A.M. Best’s rating of A represents companies’ “excellent ability to meet their ongoing insurance obligations.” A.M. Best’s active company rating scale consists of thirteen ratings ranging from A++ (Superior) to D (poor).

 

(2) S&P’s rating of A represents companies’ “strong capacity to meet financial commitments, but somewhat susceptible to adverse economic conditions and changes in circumstances.” S&P’s active company ratings scale ‘AA’ to ‘CCC’ may be modified by the addition of a plus (+) or minus (-) sign to show relative standing within the major rating categories.

Regulation Applicable to Our Business

Our insurance operations are subject to extensive regulation, primarily at the state level. The methods, extent and substance of such regulations vary by state but generally have their source in statutes that establish standards and requirements for conducting the business of insurance and that delegate broad regulatory authority to a state regulatory agency. In many cases, the regulatory models for state laws and regulations emanate from the National Association of Insurance Commissioners (“NAIC”). These rules have a substantial effect on our business and relate to a wide variety of matters including insurance company licensing and examination, agent and adjuster licensing, policy benefits, price setting, accounting practices, product suitability, the payment of dividends, the nature and amount of investments, underwriting practices, reserve requirements, claims practices including the remittance of unclaimed property, marketing and advertising practices, privacy, policy forms, reinsurance reserve requirements, mergers and acquisitions, capital adequacy, transactions with affiliates, participation in shared markets and guaranty associations.

State insurance departments monitor compliance with regulations through periodic reporting procedures and examinations. At any given time, financial, market conduct or other examinations of our insurance companies may be occurring.

The U.S. federal government has not historically directly regulated the insurance industry. However, federal measures previously considered or enacted by Congress could directly affect the insurance industry and our business. The Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank”) expands the federal presence in insurance oversight. Dodd-Frank’s requirements include streamlining the state-based regulation of reinsurance and non-admitted insurance. Dodd-Frank also establishes a new Federal Insurance Office within the U.S. Department of the Treasury, which is authorized to, among other things, gather data and information to monitor aspects of the insurance industry, identify certain issues in the regulation of insurers, and preempt state insurance measures under certain circumstances.

 

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The staff of the Securities and Exchange Commission (the “SEC”), pursuant to a study required by Dodd-Frank, has recommended certain regulatory changes in the fiduciary duties applicable to broker-dealers and investment advisers. Such regulatory changes, if ultimately adopted, could have implications for how our variable insurance products are designed and sold in the future.

It is possible that additional federal regulation of the insurance industry may occur in the future. This includes the tax treatment of life insurance companies and products, as well as changes in individual income tax structures and rates. Although the ultimate impact of any of these changes, if implemented, is uncertain, the persistency of and demand for some of our products could be materially affected.

Regulatory matters having the most significant effects on our insurance operations and financial reporting are described further below:

Limitations on Dividends by Insurance Subsidiaries. Dividends received from our insurance subsidiaries represent one source of cash for us. Our insurance subsidiaries’ ability to pay dividends is restricted by state law and impacted by federal income tax considerations specific to insurance companies.

Holding Company Regulation. Our family of companies constitutes an insurance holding company system subject to regulation in the jurisdictions where our insurance companies do business. Our insurance companies are organized under the insurance codes of Texas, Missouri, New York, Louisiana, and California. Generally, these insurance codes require periodic reporting to the state insurance regulators of various business and financial matters and advance notice to, or in some cases approval by, such regulators prior to certain transactions between insurance companies and other entities within the holding company system. Such notice and approval requirements may deter or delay certain transactions considered desirable by management.

Price Regulation. Nearly all states have insurance laws requiring property and casualty and health insurers to file price schedules, policy or coverage forms, and other information with the state’s regulatory authority. In many cases these must be approved prior to use. The objectives of these pricing laws vary, but generally a price cannot be excessive, inadequate or unfairly discriminatory. Prohibitions on discriminatory pricing apply in the context of life insurance as well.

Our ability to adjust our prices in response to competition or increasing costs is often dependent on the nature of the applicable pricing law and our ability to demonstrate to the particular regulator that our pricing or proposed pricing complies with such law. In states that significantly restrict our risk selection ability, we can manage our risk of loss by charging a price that reflects the cost and expense of providing our insurance products. In states that significantly restrict our price-setting ability, we can manage our risk of loss by being more selective in the type of products we offer. When a state has significant underwriting and pricing restrictions, it becomes more difficult for us to manage our risk of loss. These kinds of restrictions can impact our ability to market products in such states.

Changes in our claim settlement process may require us to adjust loss information used in our pricing process. Some regulatory authorities may not approve price increases that give full effect to these adjustments.

Guaranty Associations and Involuntary Markets. Under state insurance guaranty fund laws, insurers can be assessed, up to prescribed limits, in order to cover certain obligations of insolvent insurance companies. As a condition of maintaining our licenses to write property and casualty insurance in various states, we are required to participate in assigned risk plans, reinsurance facilities, and joint underwriting associations that provide various types of insurance coverage to individuals or entities that otherwise are unable to purchase such coverage from private insurers. Underwriting results related to these arrangements, which tend to be adverse, have not been material to our operations.

Investment Regulation. Our insurance companies are subject to state laws and regulations that require investment portfolio diversification and limit the amount of investment in certain asset categories. Failure to comply with these rules leads to the treatment of non-conforming investments as non-admitted assets. In some instances, these rules may require divestiture of non-conforming investments.

 

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Exiting Geographic Markets, Canceling and Non-Renewing Policies. Most states regulate an insurer’s ability to exit a market by limiting the ability to cancel and non-renew policies. Some states prohibit an insurer from withdrawing one or more types of insurance business from the state, except pursuant to an approved plan. These regulations could restrict our ability to exit unprofitable markets.

Statutory Accounting. Our quarterly and annual financial reports to the state insurance regulators utilize statutory accounting principles as defined in the Accounting Practices and Procedures Manual of the NAIC, which are different from GAAP. While not a substitute for any GAAP performance measures, statutory data frequently is used by industry analysts and other recognized reporting sources to facilitate comparisons of the performance of insurance companies. Statutory accounting principles, in keeping with the intent to assure the protection of policyholders, are generally based on a solvency concept, while GAAP used for public reporting to stockholders is based on a going-concern concept.

Insurance Reserves. State insurance laws require insurers to annually analyze statutory reserves. Our Appointed Actuaries must submit an opinion that reserves are adequate and comply with certain tests or thresholds established by the individual states, which may require establishing and carrying additional statutory reserves.

Risk-Based Capital and Solvency Requirements. The NAIC has developed a formula for analyzing capital levels of insurance companies called Risk-Based Capital (“RBC”). The RBC formula is intended to establish minimum capital thresholds that vary with the size and mix of a company’s business and assets. It is designed to identify companies with capital levels that may require regulatory attention. At December 31, 2013, the Company and each insurance subsidiary was more than adequately capitalized and exceeded the minimum RBC requirements. The NAIC has also adopted a model law that sets forth the requirements for maintaining a risk management framework and the regular completion of a related risk and solvency assessment exercise. The model law also requires the preparation of a summary report related to the assessment exercise no less frequently than annually. The model law has an effective date of January 1, 2015, but as a model law, it must be adopted by our insurance companies’ domiciliary states to be effective for our insurance companies.

Securities Regulation. The sale and administration of variable life insurance and variable annuities are subject to extensive regulatory oversight at the federal and state level, including regulation and supervision by the SEC and the Financial Industry Regulatory Authority (“FINRA”). Our variable annuity contracts and variable life insurance policies are issued through separate accounts that are registered with the SEC as investment companies under the Investment Company Act of 1940. Each registered separate account is generally divided into sub-accounts, each of which invests in an underlying mutual fund that is itself a registered investment company under such act. In addition, the variable annuity contracts and variable life insurance policies issued by the separate accounts are registered with the SEC under the Securities Act of 1933. The U.S. federal and state regulatory authorities and FINRA from time to time make inquiries and conduct examinations regarding our compliance with securities and other laws and regulations. We cooperate with such inquiries and examinations and when warranted take corrective action.

In addition, our periodic reports and proxy statements to stockholders are subject to the requirements of the Securities Exchange Act of 1934, as amended, and corresponding rules of the SEC, and our corporate governance processes are subject to regulation by the SEC and the NASDAQ stock market. Our registered wholesale broker-dealer and registered investment adviser subsidiaries are subject to regulation and supervision by the SEC, FINRA and, in some cases, state securities administrators.

Suitability. With respect to sales of our variable life insurance policies and annuities, FINRA rules require selling broker-dealers to make a determination that transactions in such products are “suitable” to the circumstances of the particular customer. In addition, state insurance regulators have become more active in adopting and enforcing suitability standards with respect to sales of fixed and indexed annuities. In particular, the NAIC has adopted a revised Suitability in Annuity Transactions Model Regulation, which will, if enacted by the states, place new responsibilities upon issuing insurance companies with respect to the suitability of annuity sales, including responsibilities for training agents. Approximately thirty states have already enacted laws based on such model regulation, and we have undertaken to comply with the model regulation in all states.

 

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Privacy Regulation. U.S. federal laws, such as the Gramm-Leach-Bliley Act, and the laws of some states regulate disclosures of certain customer information and require us to protect the security and confidentiality of such information. Such laws also require us to notify customers about our policies and practices relating to the collection, protection and disclosure of confidential customer information. Furthermore, state and federal laws, such as the federal Health Insurance Portability and Accountability Act regulate our use, protection and disclosure of certain personal health information.

Environmental Considerations. As an owner and operator of real property, we are subject to extensive federal, state and local environmental laws and regulations. Inherent in such ownership and operation is the risk that there may be potential environmental liabilities and costs in connection with any required remediation of such properties. In addition, we hold equity interests in companies that could potentially be subject to environmental liabilities. We routinely have environmental assessments performed with respect to real estate being acquired for investment or through foreclosure. We cannot provide assurance that unexpected environmental liabilities will not arise. However, based on information currently available to us, management believes that any costs associated with compliance with environmental laws and regulations or any required remediation will not have a material adverse effect on our business, results of operations or financial condition.

Other types of regulations that affect us include insurable interest laws, employee benefit plan laws, antitrust laws, federal anti-money laundering and anti-terrorism laws, and employment and labor laws. Failure to comply with federal and state laws and regulations may result in censure, fines, the issuance of cease-and-desist orders or suspension, termination or limitation of the activities of our operations and/or our employees. In some cases, severe penalties may be imposed for breach of these laws. We cannot predict the impact of these actions on our businesses, results of operations or financial condition.

Significant risks presented to our business by extensive regulation are discussed in Item 1A, Risk Factors section.

Employees

As of December 31, 2013, we had approximately 3,078 employees, of which approximately 771 are employed in our Galveston, Texas corporate headquarters. We consider our employee relations to be good.

Available Information

We file periodic and current reports, proxy statements and other information with the SEC. Such reports, proxy statements and other information may be obtained by visiting the Public Reference Room of the SEC at 100 F Street, N.E., Washington D.C. 20549 or by calling the SEC at 1-800-SEC-0330. In addition, the SEC maintains an internet website (www.sec.gov) that contains reports, proxy statements, and other information regarding issuers that file electronically with the SEC.

Our press releases, financial information and reports filed with the SEC (for example, our Annual Report on Form 10-K, our Quarterly Reports on Form 10-Q, our Current Reports on Form 8-K and any amendments to those forms) are available online at www.anico.com. The reference to our Internet website does not constitute the incorporation by reference of information contained at such website into this report. Copies of any documents on our website are available without charge, and reports filed with or furnished to the SEC will be available as soon as reasonably practicable after they are filed with or furnished to the SEC.

 

ITEM 1A. RISK FACTORS

The most significant risks and uncertainties that we face are described below. Any of these risks and uncertainties, individually or in the aggregate, could materially and adversely impair our business, financial condition or results of operations.

 

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Economic Risk Factors

Economic, investment market and political factors can adversely affect our business and financial results. Our results of operations are materially affected by economic conditions in the U.S. and elsewhere. Factors such as consumer spending, business investment, energy costs, geopolitical issues, national debt, the volatility and strength of the capital markets, concerns over inflation or deflation, the continuing threat of terrorism, the potential for other hostilities, tax and fiscal policy, and the potential for downgrades of sovereign debt all affect the business and economic environment, financial markets and, ultimately, the profitability of our business. Similarly, uncertainty associated with the absence of cohesive bipartisan long-term government policy related to these or similar factors, or uncertainty arising from new government policies, may negatively impact our business.

Factors such as sustained high unemployment, stagnant family income, low consumer confidence and spending, and increased student and consumer debt can adversely affect the demand for our products. For example, difficult credit conditions may adversely affect purchases of credit-related insurance products. In addition, our policyholders may choose to defer or stop paying insurance premiums, resulting in higher lapses or surrenders of policies. In particular, our distribution channels that serve middle-income markets face competition from alternative uses of the customer’s disposable income. Even in the absence of an economic downturn, sales of our products and our investment returns are sensitive to market fluctuations and general economic and political conditions.

Interest rates could remain persistently low, or significant changes in interest rates could occur. Some of our products, principally interest-sensitive life insurance and fixed annuities, expose us to the risk that changes in interest rates may reduce our “spread,” or the difference between the amounts we earn on investment and the amount we must pay under our contracts. Persistently low (or lower) interest rates, compound this spread compression.

When market interest rates decrease or remain at relatively low levels, proceeds from maturing or prepaid or sold bonds may be reinvested at lower yields, reducing investment margin. Lower product crediting rates can offset decreases in investment yield; however, these changes may be timed differently and could be limited by market conditions and regulatory or contractual minimum rate guarantees. Furthermore, decreases in the rates offered on products could make them less attractive, leading to lower sales and increased surrenders and withdrawals. Non-parallel shifts in interest rates, such as increases in short-term rates without accompanying increases in medium and long-term rates, can influence customer demand for our products, which could impact the level and profitability of new investments by customers.

Increases in market interest rates can also have negative effects. For example, increasing rates on other insurance or investment products offered to our customers by competitors can lead to higher surrenders at a time when fixed maturity investment asset values are lower. For certain products, principally fixed annuity and interest-sensitive life products, the earned rate on assets could lag behind rising market yields. We may react to market conditions by increasing crediting rates, which could narrow spreads.

While we use ALM processes to mitigate the effect on our spreads of changes in interest rates, they may not be fully effective. Additionally, our ALM incorporates assumptions about the relationship between short-term and long-term interest rates (i.e., the slope of the yield curve) and relationships between risk-adjusted and risk-free interest rates, market liquidity, and other factors. The effectiveness of our ALM may be negatively affected whenever actual results differ from these assumptions.

Operational Risk Factors

Our actual experience could differ from our estimates and assumptions regarding risk, the fair value and future performance of our investments, and the realization of deferred tax assets. Our product pricing includes long-term assumptions regarding investment returns, mortality, morbidity (the rate of incidence of illness), persistency (the rate at which our policies remain in-force), our operating expenses, and other underwriting assumptions. Our profitability substantially depends on our actual experience being consistent with these assumptions. If we fail to appropriately price our insured risks, or if our claims experience is more severe than our underlying assumptions, our earnings and financial condition could be negatively affected. Conversely, significantly overpriced risks could negatively impact new business growth and retention of existing business.

 

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Similarly, our loss reserves are an estimate of amounts needed to pay and administer incurred claims and, as such, are inherently uncertain; they do not and cannot represent an exact measure of liability. Inflationary events, especially events outside of historical norms, or regulatory changes that affect the assumptions underlying our estimates can cause variability. For example, rising medical costs require us to make higher payouts in connection with claims of bodily injury under our property and casualty policies and health insurance claims generally. Likewise, increases in costs for auto parts and repair services, construction costs, and commodities result in higher losses for property damage claims. Accordingly, our loss reserves could prove to be inadequate to cover our actual losses and related expenses. Changes in these estimates are included in our results of operations during the period in which the changes are made.

With respect to our investments, the determination of estimates for allowances and impairments varies by investment type and is based upon our periodic evaluation and assessment of known and inherent risks associated with the respective asset class. Historical trends and assumed changes may not be indicative of future impairments or allowances. See Note 2, Summary of Significant Accounting Policies and Practices, of the Notes to the Consolidated Financial Statements for further description of our evaluation of impairments.

Our assumption regarding the future realization of the deferred tax assets is dependent upon estimating the generation of sufficient future taxable income, including capital gains. If future events differ from our current forecasts and it is determined that the deferred tax assets cannot be realized, a deferred tax valuation allowance must be established, with a corresponding charge to net income.

Our risk management policies and procedures may leave us exposed to unidentified or unanticipated risk. Our performance is dependent on our ability to manage operational, financial, legal, and regulatory risks from our day-to-day business activities, many of which are complex. We have devoted and expect to continue devoting resources to develop risk management policies and procedures, including monitoring and reporting programs, reinsurance structures and hedging transactions that utilize derivative financial instruments. Nonetheless, these policies and procedures may not be fully effective. Developing an effective strategy for dealing with these risks is complex, and no strategy can completely insulate us from the risks we face. In addition, we could experience risks that we failed to identify, or risks of a magnitude greater than expected, including those arising from failures in processes, procedures or systems implemented by us or a failure on the part of employees or third parties upon whom we rely in this regard. Many of our methods for managing risks and exposures are based upon the use of observed historical market behavior or statistics premised on historical models. These methods may not accurately predict future exposures, which could be greater than historical measures indicate. Other risk management methods depend upon the evaluation of information that is publicly available or otherwise accessible regarding markets, customers, catastrophe occurrence, or other matters. This information may not always be accurate, complete, up-to-date or available. See Part II, Item 7A, Quantitative and Qualitative Disclosures About Market Risk, for additional details. In addition, our estimates and assumptions regarding any of our risk management strategies may fail to correspond to our actual long-term exposure with respect to identified risks.

Interest rate fluctuations and other events may require us to accelerate the amortization of deferred policy acquisition costs (“DAC”). When interest rates rise, life and annuity surrenders and withdrawals may increase as policyholders seek to buy products with higher or perceived higher returns, requiring us to accelerate the amortization of DAC. To the extent such amortization exceeds any surrender or other charges earned as income upon surrender and withdrawal, our results of operations could be negatively affected. DAC for both insurance and investment products is reviewed for recoverability, which involves significant management judgment in estimating the future profitability of current business. Typically, estimated lower levels of profitability accelerate DAC amortization, and higher levels of profitability have the opposite effect. If the actual emergence of future profitability were to be substantially lower than estimated, we could be required to accelerate DAC amortization, and such acceleration could adversely affect our results of operations. See also Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Estimates, and Part II, Item 8, Financial Statements and Supplementary Date—Note 2, Summary of Significant Accounting Policies and Practices, and Note 10, Deferred Policy Acquisition Costs, of the Notes to the Consolidated Financial Statements for additional information.

 

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If we are unable to maintain the availability of our systems and safeguard the security of our data, our ability to conduct our business may be compromised, and our reputation may be harmed. We rely on the availability, reliability, and security of our information-processing infrastructure, system platforms, and business applications to store, process, retrieve, and evaluate customer and company information. In certain lines of our business, our information technology and telecommunication systems interface with and rely upon third-party services. These business lines are highly dependent on our ability to access these external services to perform necessary business functions, such as acquiring new business, managing existing business, paying claims, and ensuring timely and accurate financial reporting. Systems failures, extended outages, or damage or destruction to such systems, whether caused by intentional or unintentional acts or events, and our not being able to react quickly to such conditions could compromise our ability to timely perform critical functions. Therefore, we have implemented various strategies and ongoing processes in an effort to ensure our ability to support, expand and continually update our infrastructure and systems to keep up with business requirements and changes, whether regulatory, internal or market driven. If these systems were inaccessible or inoperable for an extended period of time due to natural or man-made disasters, or if they fail to function effectively or as designed, the resulting disruptions may impede or interrupt our business operations. To mitigate these risks we have business continuity and recovery plans to help ensure continued operations should an event occur. We cannot be certain that such plans will address every event or could be implemented successfully under all circumstances.

We receive and transmit confidential data with and among customers, agents, financial institutions and selected third party vendors and service providers in the normal course of business. Despite our implementation of secure transmission techniques, internal data security measures, monitoring tools and best practices, our systems are vulnerable to security threats and breach attempts from both external and internal sources. A breach could result in access, viewing, misappropriation, altering or deleting information in our systems or in the systems of our business associates, including personal customer information, customer financial information and our proprietary business information. We rely on several layers of data protection technologies and designs to provide security and authentication capabilities to protect this information. We have invested significant time and resources to prevent and mitigate data security risks; however, we cannot be certain that our efforts will be effective considering increasingly advanced persistent threat techniques and complexity, and the evolving sophistication of cyber-attacks. Any significant disruption, security breach or unauthorized disclosure, whether by us or our business associates, resulting in misappropriation of our proprietary information or customers’ personal data could cause significant damage to our business operations and reputation. In addition, it could result in substantial costs and consequences, including repairing systems, increased security costs, customer notifications, lost revenues, litigation, regulatory action, fines and penalties, and reputational damage.

Employee and agent error and misconduct may be difficult to detect and prevent and may result in significant losses. Losses may result from, among other things, fraud, errors, failure to document transactions properly, failure to obtain proper internal authorization, or failure to comply with regulatory requirements. It is not always possible to deter or prevent such misconduct, and the precautions we take to prevent and detect this activity may not be effective in all cases.

Our business operations depend on our ability to appropriately execute and administer our policies and claims. Our primary business is writing and servicing life, annuity, property and casualty, and health insurance for individuals, families and commercial business. Any problems or discrepancies that arise in our pricing, underwriting, billing, processing, claims handling or other practices, whether as a result of employee error, vendor error, or technological problems, could have a negative effect on operations and reputation, particularly if such problems or discrepancies are replicated through multiple policies.

 

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Investment and Financial Markets Risk Factors

Fluctuations in the markets for fixed maturity securities, equity securities, and commercial real estate could adversely affect the valuation of our investment portfolio and our net investment income and could adversely affect the funding status of our sponsored pension plans. Investment returns are an important part of our overall profitability. Our investment portfolio is subject to market risks, such as interest rate risk, market volatility, and deterioration in the credit of companies or governmental entities in which we have invested, and we could incur significant losses, particularly in the event of extreme market events. Significant volatility in the markets can cause changes in interest rates and declines in equity prices, which individually or in aggregate can affect our results of operations, financial condition, liquidity or cash flows.

When interest rates rise, the value of our investment portfolio may decline due to decreases in the fair value of our fixed maturity securities. Generally, we expect to hold our fixed maturity investments to maturity, including those that have declined in value. Our intent can change, however, due to financial market fluctuations, changes in our investment strategy, or changes in our evaluation of an issuer’s financial condition and prospects. In a declining interest rate environment, prepayments and redemptions affecting our investment securities and mortgage loan investments may increase as issuers and borrowers seek to refinance at a lower rate. The decline in market rates could reduce our investment income as new funds are invested at lower yields.

The concentration of our investment portfolios in any particular industry, group of related industries, or geographic sector could adversely affect us. While we seek to mitigate this risk by having a broadly diversified portfolio, events or developments that have a negative impact on any particular industry, group of related industries, or geographic region may have a disproportionate adverse effect on our investment portfolios to the extent that the portfolios are concentrated rather than diversified. Many companies issued bonds or incurred other debt above historic norms during the recent period of low interest rates, which may reduce below historic norms the amount of new debt insurance in the near future. This imbalance may make it more difficult to maintain a well-diversified portfolio, which may increase our investment and credit risk.

Deterioration in the economy or deterioration in the commercial real estate market could adversely affect our investments in commercial real estate, including our mortgage loans. Our mortgage loan investments are principally collateralized by commercial properties. A significant increase in interest rates may also make it more difficult for commercial property owners to refinance existing mortgages as they are scheduled to mature, making repayment of balloon payments to us more difficult. A significant increase in the default rate of our mortgage loan investments could have a material adverse effect on us.

Our estimates of liabilities and expenses for pension and other postretirement benefits incorporate assumptions regarding the rate used to discount our estimated future liability and the long-term rate of return on plan assets. Declines in the discount rate or the rate of return on plan assets, both of which are influenced by potential investment returns, could increase our required cash contributions or pension-related expenses in future periods.

Some of our investments are relatively illiquid. Our investments in privately placed securities, mortgage loans, and real estate, including real estate joint ventures and other limited partnership interests, are relatively illiquid. If we require significant amounts of cash in excess of ordinary course cash requirements on a short notice it may be difficult or not possible to monetize these investments in an orderly manner, and we may be forced to sell them for less than we otherwise would have been able to realize.

A decline in equity markets or an increase in volatility in the equity markets may adversely affect sales and/or yields of our investment products. Significant downturns and volatility in the equity markets could adversely affect the profitability of our investment products in multiple ways. Market downturns and volatility may discourage new purchases of these products and may cause some of our existing customers to withdraw cash values or reduce investments in such products that have returns linked to the performance of the equity market, in turn reducing our fee revenues from these products.

We provide certain guarantees within some products that protect policyholders against significant downturns in the equity markets. These guarantees may be more costly than expected in volatile or declining equity market conditions, which could cause us to increase our liabilities for future policy benefits, negatively affecting our earnings.

 

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Catastrophic Event Risk Factors

We may incur significant losses resulting from catastrophic events. Our property and casualty operations are exposed to catastrophes caused by natural events, such as hurricanes, tornadoes, wildfires, droughts, earthquakes, snow, hail and windstorms, and manmade events, such as terrorism, riots, hazardous material releases, or utility outages. Our life and health insurance operations are exposed to the risk of catastrophic mortality or illness, such as a pandemic, an outbreak of an easily communicable disease, or another event that causes a large number of deaths or high morbidity.

We cannot accurately predict the likelihood, timing or severity of catastrophe events, or the number and type of catastrophe events that will affect us. While we anticipate and plan for catastrophe losses, our operating results may vary significantly from one period to the next.

The extent of our losses in connection with catastrophic events is a function of the severity of the event and the amount of policyholder exposure in the affected area. Where we have geographic concentrations of policyholders, a single catastrophe (such as an earthquake) or a destructive weather event, may have a significant impact on our financial condition and results of operations. In addition, the effectiveness of external parties, including governmental and non-governmental organizations, in combating the effects of such a catastrophe could impact our loss experience. In addition, state regulators responsible for insurance regulation have the ability to impose claim settlement practices or suspend rules we may have expected to mitigate our losses and effectively or efficiently manage claims.

Some scientists believe that in recent years, climate change has added to the unpredictability, severity and frequency of extreme weather and loss events such as forest fires. To the extent climate change increases the frequency and severity of such events, we may face increased claims. In response to this belief, a number of legal and regulatory measures as well as social initiatives have been introduced in an effort to reduce greenhouse gas and other carbon emissions, which may be chief contributors to global climate change. We cannot predict how legal, regulatory and social responses to concerns about global climate change will impact our business.

The occurrence of events that are unanticipated in our business continuity and disaster recovery planning could impair our ability to conduct business effectively. Our corporate headquarters is located in Galveston, Texas, on the coast of the Gulf of Mexico and in the past has been impacted by hurricanes. Our expanded operations in League City, Texas are designed to support our operations and service our policyholders in the event of a hurricane or other natural disaster affecting Galveston. The primary offices of our property and casualty insurance companies are located in Springfield, Missouri and Glenmont, New York. These offices help to insulate our property and casualty operations from coastal catastrophes. There is no assurance, however, our off-site disaster recovery systems and business continuity plans for these locations will prove successful. The severity, timing, duration or extent of an event may be unanticipated by our planning, and the event could have an adverse impact on our ability to conduct business, particularly if those events affect our computer-based data processing, transmission, storage and retrieval systems. In the event that a significant number of our managers, employees, or agents were unavailable following such a disaster, our ability to effectively conduct our business could be compromised.

Marketplace Risk Factors

Our future results are dependent in part on our ability to successfully operate in insurance and annuity industries that are highly competitive. Product development and life-cycles have shortened in many product segments, leading to more intense competition with respect to product features. In addition, many of our competitors have well-established national reputations and market similar products. Competition for customers and agents has led to increased marketing and advertising by our competitors, varied agent compensation structures, as well as the introduction of new insurance products and aggressive pricing.

 

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In particular, our Medicare Supplement business is subject to intense price competition, which could negatively impact future sales of these products and affect our ability to offer this product. In recent years, price competition in the traditional Medicare supplement market has been significant, characterized by some insurers who have been willing to earn what we estimate to be very small profit margins or to underprice new sales in order to gain market share. We have elected not to underprice new sales. Instead we attempted to address this by introducing innovative products in several markets where allowed. We believe this action will help distinguish us from our competitors.

We also compete for customers’ funds with a variety of investment products offered by financial services companies other than insurance companies, such as banks, investment advisors, mutual fund companies and other financial institutions. If we cannot effectively respond to increased competition for the business of our current and prospective customers, we may not be able to grow our business or we may lose market share. In addition, if we fail to maintain our discipline in pricing and underwriting in the face of this competition, our underwriting profits may be adversely affected.

We may be unable to attract and retain sales representatives and third-party independent agents for our products. Strong competition exists among insurers for producers with demonstrated ability. We compete with other insurers for producers primarily on the basis of our financial position, reputation, stable ownership, support services, compensation, product features and pricing. We may be unable to compete with insurers that adopt more aggressive pricing or compensation, that offer a broader array of products, that offer policies similar to ours at lower prices or as part of a package of products, or that have extensive promotional and advertising campaigns.

Our Medicare supplement business could be negatively affected by alternative healthcare providers or changes in federal healthcare policy. The Medicare supplement business is impacted by market trends in the senior-aged healthcare industry that provide alternatives to traditional Medicare, such as health maintenance organizations and other managed care or private plans. The success of these alternative healthcare solutions for seniors could negatively affect the sales and premium growth of traditional Medicare Supplement insurance and could impact our ability to offer such products.

In addition, because of increasing medical cost inflation and concerns about the U.S. fiscal policy and the solvency of the Medicare program, Congress could make changes or cuts to the Medicare program in the future. The nature and timing of these changes and cuts cannot be predicted and could adversely impact our Medicare supplement business.

We are subject to various conditions and requirements of the Patient Protection and Affordable Care Act of 2010 (“the Healthcare Act”). The Healthcare Act makes significant changes to the regulation of health insurance and may affect us in various ways. The Healthcare Act may affect the small blocks of business we have offered or acquired over the years that is, or is deemed to be, health insurance. The Healthcare Act may also influence the design of products sold by our Health segment, which may influence consumer acceptance of such products and the cost of monitoring compliance with the Healthcare Act. The Healthcare Act may also affect the benefit plans we sponsor for employees or retirees and their dependents, our expense to provide such benefits, our tax liabilities in connection with the provision of such benefits, and our ability to attract or retain employees. In addition, we may be subject to regulations, guidance or determinations emanating from the various regulatory authorities authorized under the Healthcare Act. We cannot predict the effect that the Healthcare Act, or any regulatory pronouncement made thereunder, will have on our results of operations or financial condition.

Litigation and Regulation Risk Factors

Litigation and regulatory investigations may result in significant financial losses and harm our reputation. In connection with our insurance operations, plaintiffs’ lawyers may bring lawsuits, including class actions, alleging, among other things, issues relating to sales or underwriting practices, agent misconduct, product design, product disclosure, product administration, fees charged, denial or delay of benefits, product suitability, claim and refund practices, and breaches of duties to customers. Plaintiffs in such lawsuits may seek very large or indeterminate amounts, including punitive and treble damages. The damages claimed and the amount of any probable and estimable liability, if any, may remain unknown for substantial periods of time. Even when successful in the defense of such actions, we could incur significant attorneys’ fees, direct litigation costs and substantial amounts of management time that otherwise would be devoted to our business. Note 19, Commitments and Contingencies, of the Notes to the Consolidated Financial Statements contains a discussion of certain pending and ongoing litigation.

 

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In addition, the insurance industry is the focus of increased regulatory scrutiny as various state and federal government agencies, including state attorneys general and comptrollers, conduct inquiries and investigations into the products and practices of the financial services industries. These lines of inquiry and investigation are broad and unpredictable and may raise issues not yet identified, as well as focusing on issues such as sales and marketing practices, suitability, pricing and fees, product disclosure, and unclaimed property policies and processes. Such investigations could result in new legal actions against us and industry-wide regulations that could adversely affect us.

We are subject to extensive regulation, and potential further restrictive regulation may increase our operating costs and limit our growth. Our insurance companies are subject to extensive insurance laws and regulations, most of which are designed to protect the interests of policyholders rather than the Company or its stockholders. Such regulation varies, but typically has its source in state statutes that delegate regulatory and supervisory powers to a state insurance official. This regulation and supervision affects nearly every aspect of our insurance business.

We are also subject to additional laws and regulations administered and enforced by a number of different governmental authorities, including state securities administrators, the SEC, the Internal Revenue Service (“IRS”), FINRA, the U.S. Department of Justice, the U.S. Department of Labor, the U.S. Department of Housing and Urban Development, and state attorneys general, each of which exercises a degree of interpretive latitude. Consequently, we are subject to the risk that compliance with any particular regulator or enforcement authority’s interpretation of a legal issue may not result in compliance with another regulator or enforcement authority’s interpretation of the same issue.

In addition, there is risk that any particular regulator’s or enforcement authority’s interpretation of a legal issue may change over time to our detriment, or that changes in the overall legal environment may cause us to change our views regarding the actions we need to take from a legal risk management perspective, thus necessitating changes to our practices that may, in some cases, limit our ability to grow and improve our profitability. Anticipating these changes and the effect they may have on our business is inherently uncertain and difficult, and there can be no assurance that we will not encounter unexpected changes in the future.

Significant regulatory developments or actions against us could have material adverse financial effects, cause significant harm to our reputation, or harm our business prospects. Among other things, we could be fined, prohibited from engaging in some or all of our business activities, or made subject to limitations or conditions on our business activities.

The laws and regulations applicable to us are complex and subject to change, and compliance is time consuming and personnel-intensive. Changes in these laws and regulations may materially increase our direct and indirect compliance and other expenses of doing business. In addition, with respect to our property and casualty and health business, state departments of insurance regulate and approve underwriting practices and rate changes. Obtaining timely rate increases is of great importance when necessary to match rate to risk. Any delay in such regulatory approvals could adversely affect our profitability.

 

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As insurance industry practices and legal, judicial, social, and other conditions outside of our control change, unexpected and unintended issues related to claims and coverage may emerge. These changes may include modifications to long established business practice or the interpretation of how policy contract provisions may be applied, which may adversely affect us by extending coverage beyond our underwriting intent or increasing the type, number, or size of claims. For example, the National Conference of Insurance Legislators has adopted the Model Unclaimed Life Insurance Benefits Act, which would impose new requirements on insurers to periodically compare their life insurance and annuity contracts and retained asset accounts against the U.S. Social Security Administration’s Death Master File, investigate any potential matches, determine whether benefits are payable, and attempt to locate beneficiaries. Several states have adopted legislation similar to such model act, and more states could do so. Moreover, a number of state treasurers and comptrollers have audited, or contracted with third parties to audit, life insurance companies, including us and some of our subsidiaries, for compliance with unclaimed property laws. The focus of such audits has been to determine whether any unpaid benefits, proceeds or other payments under life insurance policies and annuity contracts should be treated as unclaimed property that should be escheated to the state. Such audits have also sought to identify unreported deaths of insureds. It is possible that such audits and/or the enactment of state legislation regarding unclaimed life insurance benefits may result in additional payments to beneficiaries, additional escheatment of funds deemed abandoned under state laws, administrative penalties, interest, and changes to our procedures for the identification and escheatment of abandoned property, all or any of which could have a material adverse effect on us. Given the legal and regulatory uncertainty in this area, it is also possible that we and other life insurers could be subject to claims, regulatory actions and litigation resulting in substantial payments or costs. We have modified our claims process in our life segment to stay current with emerging trends

In addition to state regulatory changes, the enactment of Dodd-Frank provides for enhanced federal oversight of the financial services industry through multiple initiatives. Certain provisions of Dodd-Frank are or may become applicable to us, our competitors, or certain entities with which we do business. For example, Dodd-Frank established the Consumer Financial Protection Bureau (“CFPB”), which supervises and regulates institutions providing certain financial products and services to consumers. Although the consumer financial services to which this legislation applies exclude the kinds of insurance business in which we engage, it is possible that regulations issued by the CFPB may extend, or be interpreted to extend, its authority more broadly to cover certain insurance products, particularly when sold by covered financial institutions, which would adversely affect sales of such products. In addition, the Volcker Rule implemented pursuant to Dodd-Frank may adversely impact the pricing and liquidity of certain securities in which we invest as a result of the rule’s proprietary trading and market making limitations. While some studies and rulemaking required under Dodd-Frank have been completed, we cannot predict with certainty the requirements or specific applicability of all regulations ultimately adopted under Dodd-Frank, nor can we predict with certainty how such regulations, or further federal oversight or regulation of the insurance industry, will affect our business, the financial markets or the business climate generally.

Certain federal regulation may impact our property and casualty operations. In 2013, the U.S. Department of Housing and Urban Development finalized rules that may adversely impact our ability to differentiate pricing for homeowners policies using traditional risk selection analysis. In addition, Congress, or some states, may enact further legislation affecting insurers’ ability to use credit-based insurance scores as part of the property and casualty underwriting or rating process, which could increase litigation costs, force changes in our underwriting practices and impair our property and casualty operations’ ability to write homeowners business profitably.

Lastly, international standards are emerging as a response to the globalization of the insurance industry and recent financial events. Any international conventions or mandates that directly or indirectly impact or influence the nature of U.S. regulation or industry operations could negatively affect us.

For further discussions of the kinds of regulation applicable to us, see Item 1, Business, Regulation Applicable to Our Business section.

Changes in tax laws could decrease sales and profitability of certain products and increase our tax cost. Under current U.S. federal and state income tax laws, certain products we offer, primarily life insurance and annuities, receive tax treatment designed to encourage consumers to purchase these products. This treatment may give some of our products a competitive advantage over non-insurance products. The U.S. Congress from time to time may consider legislation that would reduce or eliminate this policyholder tax treatment.

The U.S. Congress also may consider proposals to reduce the taxation of certain products or investments that may compete with life insurance and annuities. Any legislation that increases the taxation on insurance products and/or reduces the taxation on competing products would lessen the advantage or create a disadvantage to some of our products, which could have a material adverse effect on our ability to sell such products and could result in the surrender of some existing contracts and policies. In addition, changes in the U.S. federal and state estate tax laws could negatively affect the demand for the types of life insurance used in estate planning.

 

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Changes to the tax laws, administrative rulings or court decisions affecting U.S. corporations or the insurance industry could increase our effective tax rate and lower our net income. In addition, uncertainty regarding the tax structure in the future may also cause some current or future purchasers to delay or indefinitely postpone the purchase of products we offer. We cannot predict whether any tax legislation will be enacted or whether any legislation would have a material adverse effect on our financial condition and results of operations.

New accounting rules or changes to existing accounting rules could negatively impact our business. We are required to comply with GAAP. A number of organizations are instrumental in the development and interpretation of GAAP, such as the SEC, the Financial Accounting Standards Board (“FASB”), and the American Institute of Certified Public Accountants. GAAP is subject to constant review by these organizations and others in an effort to address emerging accounting rules and issue interpretative accounting guidance on a continual basis. For example, in 2013 FASB issued an exposure draft of a proposed new accounting standards for insurance contracts. We can give no assurance that future changes to GAAP will not have a negative impact on us.

We also must comply with statutory accounting principles (“SAP”) in our insurance operations. SAP and various components of SAP (such as actuarial reserving methodology) are subject to constant review by the NAIC and its taskforces and committees, as well as state insurance departments, in an effort to address emerging issues and otherwise improve or alter financial reporting. For example, the NAIC is currently considering various initiatives to modernize financial and solvency regulations. We cannot predict whether or in what form, potential changes will be enacted or what impact any such changes may have on our product mix, product profitability, reserve and capital requirements, financial condition or results of operations.

See Note 3, Recently Issued Accounting Pronouncements, of the Notes to Consolidated Financial Statements for a detailed discussion regarding the impact of the recently issued accounting pronouncements and the future adoption of new accounting standards on the Company.

Reinsurance and Counterparty Risk Factors

Reinsurance may not be available, affordable or adequate to protect us against losses. As part of our risk management strategy, we purchase reinsurance for certain risks that we underwrite. Market conditions and geo-political events beyond our control, including the continued threat of terrorism, influence the availability and cost of reinsurance for new business. Moreover, in certain circumstances, the price of existing reinsurance contracts may also increase.

The counterparties to our reinsurance arrangements or to the derivative instruments we use to hedge our business risks could default or fail to perform. We use reinsurance to mitigate our risks in various circumstances. Reinsurance does not relieve us of our direct liability to our policyholders, even when the reinsurer is liable to us. Our reinsurers may not pay the reinsurance recoverables owed to us or they may not pay these balances on a timely basis.

We enter into derivative contracts, such as options, with a number of counterparties to hedge various business risks. If our counterparties fail or refuse to honor their obligations, our economic hedges of the related risk will be ineffective. Such counterparty failures could have a material adverse effect on us. In addition, regulations recently effective under Dodd-Frank require the clearing of certain types of derivatives that historically have been traded over-the-counter. This clearing requirement may impose additional costs and regulation on our derivatives transactions, expose us to the risk of a default by a clearinghouse, and cause us to alter our hedging strategy or change the composition of the risks we do not hedge.

 

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Other Risk Factors

Our financial strength ratings could be downgraded. Various Nationally Recognized Statistical Rating Organizations (“NRSROs”) publish financial strength ratings as their opinion of an insurance company’s creditworthiness and ability to meet policyholder and contractholder obligations. These ratings are important to maintaining public confidence in our products, our ability to market our products, and our competitive position. We cannot predict what actions rating agencies may take, or what actions we may take in response to the actions of rating agencies. As with other companies in the financial services industry, our ratings could be downgraded at any time and without any notices by any NRSRO.

A downgrade or an announced potential downgrade of our financial strength ratings could affect us in many ways, such as:

 

    reducing new sales of insurance and annuity products;

 

    adversely affecting our relationships with our sales force and independent sales intermediaries;

 

    materially increasing the number or amount of policy surrenders and withdrawals;

 

    requiring us to reduce prices to remain competitive;

 

    adversely affecting our ability to obtain reinsurance at reasonable prices; and

 

    adversely affecting our relationships with credit counterparties.

It is likely that the NRSROs will continue to apply a high level of scrutiny to financial institutions, including us and our competitors, and may adjust the capital, risk management and other requirements employed in the NRSRO models for maintenance of certain ratings levels.

We are controlled by a small number of stockholders. As of December 31, 2013, the Moody Foundation, a charitable trust controlled by Robert L. Moody, Sr. and two of his children, beneficially owned 6,156,322 shares of our common stock. In addition, Moody National Bank, of which Robert L. Moody, Sr. is chairman and chief executive officer, in its capacity as trustee or agent of various accounts, had the power to vote an additional 12,099,007 shares of our common stock as of December 31, 2013. These two organizations have the power to vote approximately 67.9% of our common stock. As a result, subject to applicable legal and regulatory requirements, they have the ability to exercise a controlling influence over all matters affecting us, including the composition of our Board of Directors, and through the Board of Directors any determination with respect to our business direction and policies, and any other matters submitted for stockholder approval.

This concentration of voting power could deter a change of control or other business combination that might otherwise be beneficial or preferable to other stockholders. It may also adversely affect the trading price of our common stock if investors perceive disadvantages in owning stock in a company that is controlled by a small number of stockholders.

 

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ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

 

ITEM 2. PROPERTIES

We own and occupy approximately 420,000 square feet at our corporate headquarters located in Galveston, Texas. We also own the following properties that are materially important to our operations:

 

    We own and occupy four buildings in League City, Texas, totaling approximately 346,000 square feet. Our Life, Health, and Corporate and Other business segments use approximately 60% of such space.

 

    Our Property and Casualty segment operates primarily in Springfield, Missouri and Glenmont, New York. The Springfield facility is approximately 234,000 square feet, of which we occupy approximately 89%, and the Glenmont facility is approximately 140,000 square feet, all of which is occupied by us.

We believe our properties are adequate and suitable for our business as currently conducted and are adequately maintained. The above does not include properties we own for investment purposes only.

 

ITEM 3. LEGAL PROCEEDINGS

Information required for Item 3 is incorporated by reference to the discussion under the heading “Litigation” in Note 19, Commitments and Contingencies, in the Notes to the Consolidated Financial Statements.

 

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable

 

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PART II

 

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Stockholder Information

Our common stock is traded on the NASDAQ Global Select Market under the symbol “ANAT.” The following table presents the high and low prices for our common stock and the quarterly dividends declared per share.

 

     Stock Price Per Share      Dividend  
     High      Low      Per Share  

2013

        

Fourth quarter

   $ 119.70       $ 92.11       $ 0.77   

Third quarter

     116.32         96.52         0.77   

Second quarter

     101.55         84.62         0.77   

First quarter

     87.34         68.62         0.77   
        

 

 

 
         $ 3.08   
        

 

 

 

2012

        

Fourth quarter

   $ 74.34       $ 63.68       $ 0.77   

Third quarter

     72.64         68.14         0.77   

Second quarter

     72.79         66.58         0.77   

First quarter

     78.08         70.28         0.77   
        

 

 

 
         $ 3.08   
        

 

 

 

We expect to continue to pay regular cash dividends, although there is no assurance as to future dividends because they depend on future earnings, capital requirements and financial conditions. The payment of dividends is subject to restrictions described in Note 16, Stockholders’ Equity and Noncontrolling Interest, of the Notes to the Consolidated Financial Statements and as discussed in Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations – Capital Resources.

On December 31, 2013, our closing stock price was $114.54 per share. As of December 31, 2013, there were approximately 829 holders of record of our issued and outstanding shares of common stock.

Securities Authorized for Issuance under Equity Compensation Plans

The following table provides information regarding our common stock that is authorized for issuance under American National’s 1999 Stock and Incentive Plan as of December 31, 2013:

 

     Equity Compensation Plan Information  
                   Number of
securities
remaining
available for
future
issuance
under equity
compensation
plans
(excluding
securities
reflected in
column (a))
 
     Number of
securities
to be issued
upon
exercise of
outstanding
options,
warrants
and rights
     Weighted-
average
exercise
price
outstanding
options,
warrants
and rights
    
     (a)      (b)      (c)  

Plan category

        

Equity compensation plans

        

Approved by security holders

     —         $ 114.08         2,037,145   

Not approved by security holders

     —           —           —     
  

 

 

    

 

 

    

 

 

 

Total

     —         $ 114.08         2,037,145   
  

 

 

    

 

 

    

 

 

 

 

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Performance Graph

In prior years, we used the total return values prepared by the Center for Research in Security Prices (“CRSP”) to comply with SEC rules requiring disclosure of a comparison of our total return performance for the past five years against industry and broad market indexes. Effective January 2014, NASDAQ OMX is replacing the CRSP Index with the comparable NASDAQ OMX Global Index in an effort to provide a greater level of transparency. As a result of this change, our performance graphs going forward will use the NASDAQ OMX Global Index.

The following graph compares the cumulative stockholder return for our common stock for the last five years with the performance of the NASDAQ Stock Market and a NASDAQ Insurance Stock index using both the CRSP and NASDAQ OMX Global Indexes. It shows the cumulative changes in value of an initial $100 investment on December 31, 2008, with all dividends reinvested.

 

LOGO

Value at each year-end of a $100 initial investment made on December 31, 2008:

 

     December 31,  
     2008      2009      2010      2011      2012      2013  

American National

   $ 100.00       $ 166.29       $ 126.30       $ 115.33       $ 115.27       $ 187.94   

NASDAQ Total CRSP

     100.00         143.74         170.17         171.08         202.40         281.91   

NASDAQ Insurance CRSP

     100.00         106.05         120.14         123.92         144.07         190.15   

NASDAO Total OMX

     100.00         129.26         151.94         152.42         177.46         236.88   

NASDAQ Insurance OMX

     100.00         109.51         132.44         120.98         143.16         202.77   

This performance graph shall not be deemed to be incorporated by reference into our SEC filings or to constitute soliciting material or otherwise be considered filed under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.

 

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ITEM 6. SELECTED FINANCIAL DATA

American National Insurance Company

(and its subsidiaries)

 

     Years ended December 31,  

(amounts in millions, except per share amounts)

   2013      2012      2011      2010     2009  

Total premiums and other revenues

   $ 3,119       $ 2,987       $ 3,023       $ 3,073      $ 2,941   

Income (loss) from continuing operations, net of tax

     272         192         192         144        12   

Income (loss) from discontinued operations, net of tax

     —           —           —           (1     (1

Net income (loss)

     272         192         192         143        11   

Net income (loss) attributable to American National

     268         191         191         144        16   

Per common share

             

Income (loss) from continuing operations

             

—basic

     10.02         7.15         7.18         5.48        0.41   

—diluted

     9.97         7.11         7.14         5.46        0.41   

Income (loss) from discontinued operations

             

—basic

     —           —           —           (0.05     (0.05

—diluted

     —           —           —           (0.05     (0.05

Net income (loss) attributable to American National

             

—basic

     10.02         7.15         7.18         5.43        0.36   

—diluted

     9.97         7.11         7.14         5.41        0.36   

Cash dividends per share

     3.08         3.08         3.08         3.08        3.08   
     December 31,  
     2013      2012      2011      2010     2009  

Total assets

   $ 23,325       $ 23,107       $ 22,490       $ 21,416      $ 20,118   

Total American National stockholders’ equity

     4,191         3,828         3,637         3,614        3,441   

Total stockholder’s equity

     4,203         3,839         3,650         3,618        3,453   

 

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Management’s discussion and analysis (“MD&A”) of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and related notes included herein.

Forward-Looking Statements

Certain statements made in this report include forward-looking statements, within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by words such as “expects,” “plans,” “believes,” “estimates,” “will” or words of similar meaning; and include, but are not limited to, statements regarding the outlook of our business and financial performance. These forward-looking statements are subject to changes and uncertainties, which are, in many instances, beyond our control and have been made based upon our assumptions, expectations and beliefs concerning future developments and their potential effect upon us. There can be no assurance that future developments will be in accordance with our expectations, or that the effect of future developments on us will be as anticipated. It is not a matter of corporate policy for us to make specific projections relating to future earnings, and we do not endorse any projections regarding future performance made by others. Additionally, we do not publicly update or revise forward-looking statements based on the outcome of various foreseeable or unforeseeable events. These forward-looking statements are not a guarantee of future performance and involve risks and uncertainties. There are certain important factors that could cause actual results to differ, possibly materially, from expectations or estimates reflected in such forward-looking statements, including without limitations risks, uncertainties and other factors discussed in Item 1A, Risk Factors and elsewhere in this report.

 

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Overview

We are a diversified insurance and financial services company, offering a broad spectrum of insurance products. Chartered in 1905, we are headquartered in Galveston, Texas. We operate in all 50 states, the District of Columbia, Guam, American Samoa and Puerto Rico.

Our business has been and will continue to be influenced by a number of industry-wide, segment or product-specific trends and conditions. In our discussion below, we first outline the broad macro-economic or industry trends (General Trends) that we expect to impact our overall business. Second, we discuss certain segment-specific trends we believe may impact individual segments or specific products within these segments.

Segments

The insurance segments do not directly own assets. Rather, assets are allocated to support the liabilities and capital allocated to each segment. The mix of assets allocated to each of the insurance segments is intended to support the characteristics of the insurance liabilities within each segment including expected cash flows and pricing assumptions, and is considered sufficient to support each segment’s business activities. We have utilized this methodology consistently over all periods presented.

The Corporate and Other business segment acts as the owner of all of the invested assets of the Company. The investment income from the invested assets is allocated to the insurance segments in accordance with the assets allocated to each insurance segment. Earnings of the Corporate and Other business segment are derived from earnings related to invested assets not allocated to the insurance segments and from our non-insurance businesses. All realized investment gains and losses, which includes other than temporary impairments (“OTTI”), are recorded in this segment.

General Trends

Our business, financial condition and results of operations are materially affected by economic and financial market conditions. The U.S. and global economies as well as the capital markets continue to show signs of improvement at a moderate pace; however, uncertainties in these environments continue to be a significant factor in the markets in which we operate. Factors such as consumer spending, business investment, the volatility of the capital markets, unemployment and the risk of inflation or deflation will affect the business and economic environment and, in turn, impact the demand for the type of financial and insurance products we offer. Adverse changes in the economy could have a material adverse effect on us. However, we believe those risks are somewhat mitigated by our financial strength, active enterprise risk management and disciplined underwriting for our products. Our diverse product mix across insurance segments is a strength that we expect will help us adapt to the volatile economic environment and give us the ability to serve the changing needs of our customers. Additionally, through our conservative business approach, we believe we remain financially strong, and we are committed to providing a steady and reliable source of financial protection for policyholders.

Low Interest Rates: In January 2014, the Federal Open Market Committee reaffirmed its plans to keep interest rates between 0 and 0.25 percent for as long as certain numerical metrics are met, such as the unemployment rate and long-term and short-term inflation rates. These actions were taken to support continued progress toward maximum employment and price stability. Consequently, the current low interest rate environment is expected to continue.

 

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The continued low interest rate environment has remained a challenge for life insurers as the spreads on deposit-type contracts narrow, especially as interest rates approach minimum crediting rates. Low market interest rates reduce the spreads between the amounts we credit to fixed annuity and individual life policyholders and the amounts we earn on the investments that support these obligations. Our ALM Committee actively manages the profitability of our in-force contracts. In previous years, we reduced the guaranteed minimum crediting rates on new fixed annuity contracts and new business which has afforded us the flexibility to respond to the unusually low interest rate environment. In previous years, we also reduced crediting rates on in-force contracts, where permitted to do so. These actions have helped mitigate the adverse impact of low interest rates on the profitability of these products, although sales volume could be negatively impacted as a result. We also maintain assets with various maturities to support product liabilities and ensure liquidity. A gradual increase in longer-term interest rates relative to short-term rates generally will have a favorable effect on the profitability of our products. Rapidly rising interest rates, however, could result in reduced persistency of our spread-based products, if contract holders shift assets into higher yielding investments. We believe our ability to react quickly to the changing marketplace will help us manage this risk.

The continued low interest rate environment also affects our estimated future profit projections, which could impact the amortization of our DAC assets and the estimates of our policyholder liabilities. Significantly lower future profits may cause us to accelerate the amortization of DAC or require us to establish additional policyholder liabilities, thereby reducing our earnings. We periodically review our assumptions with respect to future earnings to make sure that they remain appropriate considering the current interest rate environment.

Low interest rates are also challenging for property and casualty insurers. Investment income is an important element in earning an acceptable return on capital. Lower interest rates resulting in lower investment income require us to achieve better underwriting results. We have adjusted policy prices to help mitigate the adverse impact of low interest rates on our property and casualty business.

Changing Regulatory Environment: The insurance industry is primarily regulated at the state level and some life and annuity products and services are also subject to U.S. federal regulation. We are regularly subjected to additional or changing regulation that requires us to update systems, change product structure, increase the amount of reporting or adopt changes to distribution. These changes may increase the capital requirements for us and the industry, increase operating costs, change our operating practices and change our ability to provide products with pricing attractive to the marketplace.

Importance of Operating Efficiencies: The challenging economic environment creates a further need for operating cost reductions and efficiencies. We manage our cost base while maintaining our commitment to provide superior customer service to agents and policyholders. Investments in technology are coordinated through a disciplined project management process. We anticipate continually improving our use of technology to enhance our policyholders’ and agents’ experience and increase efficiency of our employees.

Increased Role of Advanced Technology: Over the past several years, the use of mobile technology has changed the way consumers want to conduct their business, including real-time access to information. Many of today’s customers also expect to complete transactions in a digital format instead of traditional methods that require a phone call or submission of paper forms. Social media and other customer-facing technologies are also reshaping the way companies communicate and collaborate with key stakeholders, and new tools exist to better collect and analyze information for potential business opportunities and better manage risks. For example, American National has mobile-enabled all of its Internet-based access and leverages social media channels to reach out to potential customers to promote awareness of the company, including the products and services offered. We expect that technology will continue to evolve, offering new and more effective ways to reach out to and service our shareholders and customers. American National continually evaluates available and evolving technologies and incorporates those that offer appropriate benefits to the company and its customers into the organization.

Increased Challenges of Talent Attraction and Retention: Despite the expected growth in the global population, the working-age population is expected to decline in many countries, including the U.S. Employers around the world may find it difficult to fill positions because of talent shortage in the markets. In addition, attracting individuals with the right skills and retaining employees remains a challenge. These challenges may become more difficult as the working population ages, the cost of higher education increases or if other industries develop a stronger appeal to job seekers. We are increasing our training and development resources to enhance the ability of our employees to meet customers’ needs. In addition, we are expanding the use of technology to broaden our candidate base when recruiting and to deliver targeted training to expand employees skills.

 

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Life and Annuity

Life insurance and annuity are our mainstay segments, as they have been during our long history. We believe that the combination of predictable and decreasing mortality rates, positive cash flow generation for many years after policy issue and favorable persistency characteristics suggest a viable and profitable future for this lines of business. We continue to use a wide variety of marketing channels and plan to expand our traditional distribution models with additional agents.

Effective management of invested assets and associated liabilities involving crediting rates and, where applicable, financial hedging instruments (which we use as economic hedges of equity-indexed life and annuity products), are important to the success of our life and annuity segments. Asset “disintermediation”, the risk of large outflows of cash at times when it is disadvantageous to us to dispose of invested assets, is a risk associated with this segment.

Demographics: We believe a key driver shaping the actions of the life insurance industry is the rising income protection, wealth accumulation, and insurance needs of retiring Baby Boomers (those born between 1946 and 1964). According to the US Census Bureau’s 2012 Current Population Survey, the median age is 37.3 years. While the total population grew at a rate of 9.7% over the 10-year period from 2000 to 2010, the increase in the number aged 45 to 64 years and those 65 years and over grew at rates of 31.5% and 15.1%, respectively. As a result of increasing longevity and uncertainty regarding the Social Security System and an ongoing transition from defined benefit pension plans to 401(k) type retirement plans, retirees will need to accumulate sufficient savings to support retirement income requirements.

We are well positioned to address the Baby Boomers’ increasing need for savings tools and income protection. We believe our overall financial strength and broad distribution channels position us to respond with a variety of products to individuals approaching retirement age, who seek information to plan for and manage their retirement needs. We believe our products that offer guaranteed income flows for life, including single premium immediate annuities, are well positioned to serve this market.

Competitive Pressures: In recent years, the competitive landscape of the U.S. life insurance industry has shifted. Established insurers are not only competing against each other but also against new market entrants that are developing products to attract the interest of the growing number of retirees. Competition exists not only in terms of retaining and/or acquiring consumers’ business, but also in terms of access to producers and distributors. Consolidation among distributors coupled with the aging sales force remains a challenge among insurers. In addition, the increased technological sophistication of consumers necessitates insurers and distributors to invest significant resources in technology to adapt to consumer expectations. We believe we possess sufficient scale, financial strength, resources and flexibility to effectively compete in this market.

The annuity market is also highly competitive. In addition to aggressive annuity rates and new product features on annuities, there is also a growing competition from other financial service firms. Insurers continue to evaluate their distribution channels and the way they deliver products to consumers. We have never provided guaranteed living benefits as a part of our variable annuity products. We believe these products were not adequately priced relative to the risk profile of the product. While this may have impeded our ability to sell variable annuities in the short term, we believe this strategy has given us an advantage in terms of profitability over the long-term.

We believe we will continue to be competitive in the life and annuity markets through our broad line of products, diverse distribution channels, and consistent high level of customer service. We modify our products to meet customer needs and to expand our reach where we believe we can obtain profitable growth. For example, traditional life insurance product sales increased in 2013 and 2012 primarily due to the new portfolio of term products introduced in 2012. Equity-indexed universal life insurance product sales also increased in 2013 and 2012.

 

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Health

Most of the major provisions of the Patient Protection and Affordable Care Act, and a reconciliation measure, the Health Care and Education Reconciliation Act of 2010 (collectively, “the Healthcare Acts”), phased in effective January 1, 2014. The Healthcare Acts mandate broad changes in the delivery of health care benefits that have impacted our current business model, including our relationship with current and future customers, producers and health care providers, products, services, processes and technology. As a result, the Healthcare Acts generated new opportunities in the limited benefit and supplemental product markets. In recent years, we built a portfolio of such products, which were sold in the worksite market as well as to individuals. We also established new distribution channels and sales strategies and are experiencing continued increase in sales of our new worksite products.

We expect our Managing General Underwriter (“MGU”) line to continue to grow during 2014. We retain only 10% of the MGU premium and risk. The majority of the revenue generated from this line is fee income included in “Other income” of the Health segment’s operating results.

Property and Casualty

Our operating results improved significantly in 2013. The improvement was driven by decreases in catastrophe losses, underwriting and risk mitigation actions and improved pricing.

We remain committed to offering our personal and commercial property and casualty lines of business primarily through exclusive agents. We are taking a balanced, focused and collaborative approach to both growth and profitability through the development of successful agencies. We have launched a new Agent Career Program to enhance how we recruit, select, on-board and train new agent candidates. We are pleased with the initial results of the program and are experiencing growth in our agency force.

Our primary focus is to acquire and retain profitable business. To accomplish this objective, we use sophisticated pricing models and risk segmentation, along with focused distribution force. We believe this approach allows us to make product enhancements and offer programs that are tailored to our target markets while charging the right premium for the risk.

Demand for property and casualty credit-related insurance products continues to increase. Credit markets have improved from the 2008 credit crisis, which is leading to increasing sales in the auto dealer market and, in turn, demand for our GAP products. We continue to update credit-related insurance product offerings and pricing to meet changing market needs, as well as adding new agents to expand market share in the credit-related insurance market. We are reviewing and implementing procedures to enhance customer service while, at the same time, looking for efficiencies to reduce administrative costs.

Competition: The property and casualty insurance industry remains highly competitive. Despite the competitive environment, we expect to identify profitable opportunities through our strong distribution channels, expanding geographic coverage, marketing efforts, new product development and pricing sophistication.

Critical Accounting Estimates

The preparation of financial statements in accordance with GAAP requires us to make estimates and assumptions that often involve a significant degree of judgment, in particular, expectations of current and future mortality, morbidity, persistency, claims and claim adjustment expenses, recoverability of receivables, investment returns and interest rates. In developing these estimates, we make judgments that are inherently uncertain and subject to material changes as facts and circumstances develop. Although variability is inherent in these estimates, we believe that the amounts as reported are appropriate, based upon the facts available upon compilation of the consolidated financial statements.

 

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On an ongoing basis, management reviews the estimates and assumptions used in the preparation of our financial statements. If management determines that modifications in estimates and assumptions are appropriate given current facts and circumstances, our financial position and results of operations as reported in the consolidated financial statements could change significantly.

A description of these critical accounting estimates is presented below. Also, see the Notes to the Consolidated Financial Statements for additional information.

Reserves

Life and Annuity Reserves

Life Reserving Methodology—Determining the reserves for future amounts payable under life insurance policies requires the use of assumptions. Principal assumptions used in the determination of the reserves for future policy benefits are mortality, policy lapse rates, investment return, inflation, expenses and other contingent events as appropriate to the respective product type. Reserves for incurred but not reported (“IBNR”) claims on life policies are calculated using historical claims information. Reserves for interest-sensitive and variable universal life insurance policies are equal to the current account value calculated for the policyholder. Some of our universal life policies contain secondary guarantees, for which additional reserves are recorded based on the term of the policy.

Annuity Reserving Methodology—We determine the reserves for future amounts payable under annuity contracts, including fixed payout and deferred annuities. Reserves for payout annuities with more than insignificant amounts of mortality risk are calculated in accordance with the applicable accounting guidance for limited pay insurance contracts. Benefit and maintenance expense reserves are calculated by using assumptions reflecting our expectations, including an appropriate margin for adverse deviation. Payout annuity reserves are calculated using standard industry mortality tables specified for statutory reporting. If the resulting reserve would otherwise cause profits to be recognized at the issue date, additional reserves are recorded. The resulting recognition of profits would be gradual over the expected life of the contract.

Reserves for deferred annuities are established equivalent to the account value held on behalf of the policyholder. Additional reserves for guaranteed minimum death benefits are determined as needed in accordance with the applicable accounting guidance. The profit recognition on deferred annuity contracts is gradual over the expected life of the contract. No immediate profit is recognized on the sale of the contract.

Key Assumptions

The following assumptions reflect our best estimates and may impact our life and annuity reserves:

 

    Future lapse rates will remain reasonably consistent with our current expectations;

 

    Mortality rates will remain reasonably consistent within standard industry mortality table ranges; and

 

    Future interest spreads will remain reasonably consistent with our current expectations.

Recoverability—At least annually, we test the adequacy of the net benefit reserves (policy benefit reserves less DAC) recorded for life insurance and annuity products. This testing is referred to as “Loss Recognition” for traditional products and “Unlocking” for interest-sensitive products. To perform the tests, we use our current best estimate assumptions as to policyholder mortality, persistency, maintenance expenses and invested asset returns.

For interest-sensitive business, best-estimate assumptions are updated to reflect observed changes based on experience studies and current economic conditions. We reflect the effect of such assumption changes in DAC and reserve balances accordingly. Due to the long-term nature of many of the liabilities, small changes in certain assumptions may cause large changes in profitability. In particular, changes in estimates of the future invested asset return have a large effect on the degree of reserve adequacy and DAC recoverability.

For traditional business, a “lock-in” principle applies, whereby the assumptions used to calculate the benefit reserves and DAC are set when a policy is issued and do not change with changes in actual experience. These include margins for adverse deviation in the event that actual experience differs from the original assumptions.

 

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Health Reserves

Overview—Total health net reserves of $146.5 million and $154.6 million were established using the following methods at December 31, 2013 and 2012, respectively.

Completion Factor Approach—This method assumes that the historical claim patterns will be an accurate representation of unpaid claim payments. An estimate of the unpaid claims is calculated by subtracting period-to-date paid claims from an estimate of the ultimate “complete” payment for all incurred claims in the period. Completion factors are calculated which “complete” the current period-to-date payment totals for each incurred month to estimate the ultimate expected payout.

Tabular Claims Reserves—This method is used to calculate the reserves for disability income and long-term care blocks of business. These reserves rely on published valuation continuance tables created using industry experience regarding assumptions of continued morbidity and subsequent recovery. Reserves are calculated by applying these continuance tables, along with appropriate company experience adjustments, to the stream of contractual benefit payments. These expected benefit payments are discounted at the required interest rate.

Future Policy Benefits—Reserves are equal to the aggregate of the present value of expected future benefit payments, less the present value of expected future premiums. Morbidity and termination assumptions are based on our experience or published valuation tables when available and appropriate.

Premium Deficiency Reserves—Deficiency reserves are established when the expected future claim payments and expenses for a classification of policies having homogenous characteristics are in excess of the expected premiums for these policies. The determination of a deficiency reserve takes into consideration the likelihood of premium rate increases, the timing of these increases, and the expected benefit utilization patterns. We have established premium deficiency reserves for portions of the major medical business and the long-term care business that are in run-off. The assumptions and methods used to determine the deficiency reserves are reviewed periodically for reasonableness, and the reserve amount is monitored against emerging losses.

Property and Casualty Reserves

Reserves for Claims and Claim Adjustment Expense (“CAE”)Property and casualty reserves are established to provide for the estimated cost of paying for both reported as well as unreported claims. These reserves include estimates for both case and IBNR reserves. Included in these reserves are estimates of the expenses associated with settling claims, also known as CAE. The two major categories of CAE are defense and cost containment expense, and adjusting and other expense. The details of property and casualty reserves are shown below (in thousands):

 

     December 31, 2013      December 31, 2012  
     Gross      Ceded      Net      Gross      Ceded      Net  

Case

   $ 469,845       $ 23,709       $ 446,136       $ 471,998       $ 43,676       $ 428,322   

IBNR

     385,687         15,250         370,437         412,839         8,508         404,331   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

   $ 855,532       $ 38,959       $ 816,573       $ 884,837       $ 52,184       $ 832,653   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Case Reserves—Reserves for reported losses are determined on either a judgment or a formula basis, depending on the timing and type of the loss. The formula reserve is a fixed amount for each claim of a given type based on historical paid loss data for similar claims with provisions for trend changes, such as those caused by inflation. Judgment reserve amounts generally replace initial formula reserves and are set on a per case basis based on facts and circumstances of each case and the expectation of damages. We regularly monitor the adequacy of reserves on a case-by-case basis and change the amount of such reserves as necessary.

 

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IBNRIBNR reserves are estimated based on many variables, including historical statistical information, inflation, legal developments, economic conditions, and general trends in claim severity, frequency and other factors that could affect the adequacy of claims reserves. Loss and premium data is aggregated by exposure class and by accident year. IBNR reserves are calculated by projecting ultimate losses on each class of business and subtracting paid losses and case reserves. Our overall reserve practice provides for ongoing claims evaluation and adjustment based on the development of related data and other relevant information pertaining to claims. Adjustments in aggregate reserves, if any, are included in the results of operations of the period during which such adjustments are made.

We believe we conservatively reflect the potential uncertainty generated by volatility in our loss development profiles when selecting loss development factor patterns for each line of business. See Results of Operations and Related Information by Segment – Property and Casualty, Prior Period Reserve Development section of the MD&A for additional information.

The evaluation process to determine the claims and CAE reserves involves the collaboration of underwriting, claims and internal actuarial departments. The process also includes consultation with independent actuarial firms as part of our process of gaining reassurance that claims and CAE reserves estimate sufficiently, all obligations arising from all losses incurred as of year-end. The independent actuarial firm completes the Statements of Actuarial Opinion required by individual state insurance regulations at each year-end, opining that the recorded statutory claims and CAE reserves are reasonable.

Premium Deficiency Reserve—Deficiency reserves are recorded when the expected claims payments and policy maintenance costs for a product line is in excess of the expected premiums for that product line. The determination of a deficiency reserve takes into consideration the current profitability of a product line using anticipated claims, CAE, and policy maintenance costs. The assumptions and methods used to determine the deficiency reserves are reviewed periodically for reasonableness and the reserve amount is monitored against emerging losses. There were no reserves of this type at December 31, 2013 and 2012.

Property and Casualty Reserving Methodology—The following methods are utilized:

 

    Initial Expected Loss Ratio—This method calculates an estimate of ultimate losses by applying an estimated loss ratio to actual earned premium for each calendar/accident year. This method is appropriate for classes of business where the actual paid or reported loss experience is not yet mature enough to influence initial expectations of the ultimate loss ratios.

 

    Bornhuetter-Ferguson—This method uses as a starting point an assumed initial expected loss ratio method and blends in the loss ratio implied by the claims experience to date by using loss development patterns based on our own historical experience. This method is generally appropriate where there are few reported claims and a relatively less stable pattern of reported losses.

 

    Loss or Expense Development (Chain Ladder)—This method uses actual loss or defense and cost containment expense data and the historical development profiles on older accident periods to project more recent, less developed periods to their ultimate total. This method is appropriate when there is a relatively stable pattern of loss and expense emergence and a relatively large number of reported claims.

 

    Ratio of Paid Defense and Cost Containment Expense to Paid Loss Development—This method uses the ratio of paid defense and cost containment expense to paid loss data and the historical development profiles on older accident periods to project more recent, less developed periods to their ultimate total. In this method, an ultimate ratio of paid defense and cost containment expense to paid loss is selected for each accident period. The selected paid defense and cost containment expense to paid loss ratio is then applied to the selected ultimate loss for each accident period to estimate the ultimate defense and cost containment expense. Paid defense and cost containment expense is then subtracted from the ultimate defense and cost containment expense to calculate the unpaid defense and cost containment expense for that accident period.

 

    Calendar Year Paid Adjusting and Other Expense to Paid Loss—This method uses a selected ratio of prior calendar years’ paid expense to paid loss to project ultimate loss adjustment expenses for adjusting and other expense. A percentage of the selected ratio is applied to the case reserves (depending on the line of insurance) and 100% to the indicated IBNR reserves. These ratios assume that a percentage of the expense is incurred when a claim is opened and the remaining percentage is paid throughout the claim’s life.

 

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The basis of our selected single point best estimate on a particular line of business is often a blended result from two or more methods (e.g. weighted averages). Our estimate is highly dependent on actuarial and management judgment as to which method(s) is most appropriate for a particular accident year and class of business. Our methodology changes over time, as new information emerges regarding underlying loss activity and other factors.

Key Assumptions

The following assumptions may impact our property and casualty reserves:

 

    Stability of future inflation rates and consistency with historical inflation norms;

 

    The selected loss ratio used in the initial expected loss ratio method and Bornhuetter-Ferguson method for each accident year;

 

    The expected loss development profiles;

 

    A consistent claims handling process;

 

    A consistent payout pattern;

 

    No unusual growth patterns;

 

    No major shift in liability limit distributions on liability policies;

 

    No significant prospective changes in laws that would significantly affect future payouts; and

 

    No significant change in the overall level of case reserve adequacy from period to period.

The loss ratio selections and development profiles are developed primarily using our own historical claims and loss experience. These development patterns reflect prior inflation rates and could be impacted by future changes in inflation rates particularly those relating to medical care costs, automobile repair parts and building or home material costs. These assumptions have not been modified from the preceding periods and are consistent with historical loss reserve development patterns.

For non-credit lines of business, future inflation rates could vary from our assumption of relatively stable rates. Unexpected changes in future inflation rates could impact our financial position and liquidity, and thus we chose to measure the sensitivity of our reserve levels to unexpected changes in inflation. The impacts of future inflation for a 1.3% decrease and 2.7% increase over the implied inflation rate in the December 31, 2013 gross loss reserve balance are as follows (amounts in thousands):

 

Cumulative Increase (Decrease) in Reserves

   1.3% decrease     2.7% increase  

Personal

    

Auto

   $ (6,294   $ 12,864   

Homeowner

     (1,038     2,197   

Commercial

    

Agribusiness

     (8,385     22,051   

Auto

     (2,283     5,429   

The analysis of our credit insurance line of business quantifies the estimated impact on gross loss reserves of a reasonably likely scenario of varying the ratio applied to the earned premium to determine the IBNR reserves at December 31, 2013. IBNR reserving methodology for this line of business focuses primarily on the use of a ratio applied to the unearned premium for each credit insurance product. The selected ratios are based on historical loss and claim data. In our analysis, we varied this ratio by +/- 5% across all credit insurance products combined. The results of our analysis show an increase or decrease in gross reserves across all accident years combined of approximately $5.6 million.

 

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It is not appropriate to aggregate the impacts shown in our sensitivity analysis, as our lines of business are not directly correlated. The variations are not meant to be a “best-case” or “worst-case” scenario, and it is possible that future variations will be more or less than the amounts in our sensitivity analysis. While we believe these are possible scenarios based on the information available to us at this time, we do not believe the reader should consider our sensitivity analysis an actual reserve range.

Management believes our reserves at December 31, 2013 are adequate. New information, regulation, events or circumstances, unknown at the original valuation date, however, may result in future development resulting in our ultimate losses being significantly greater or less than the recorded reserves at December 31, 2013.

Deferred Policy Acquisition Costs

We had a DAC asset of approximately $1.28 billion and $1.25 billion at December 31, 2013 and 2012, respectively. Effective January 1, 2012, we retrospectively adopted new accounting guidance and implemented a new DAC capitalization policy. See Note 10, Deferred Policy Acquisition Cost of the Notes to the Consolidated Financial Statements for a detailed discussion regarding the impact of this pronouncement on us.

We believe the estimates used in our DAC calculations provide a representative example of how variations in assumptions and estimates would affect our business. The following table displays the sensitivity of reasonably likely changes in assumptions in the DAC amortization for our long-tail business at December 31, 2013 (in thousands):

 

     Increase/
(decrease)
in DAC
 

Increase in future investment margins of 25 basis points

   $ 38,920   

Decrease in future investment margins of 25 basis points

     (43,506

Decrease in future life mortality by 1%

     3,629   

Increase in future life mortality by 1%

     (3,728

Reinsurance

We manage our underwriting risk exposures by reinsuring portions of our insurance risks. We manage counterparty risk by entering into agreements with reinsurers we consider creditworthy generally measured by the individual entity or entities’ financial strength rating. However, we do not require a specified minimum rating. We monitor the concentrations of the reinsurers and reduce the participation percentage of lower-rated and unrated companies when appropriate. We monitor the financial condition of our reinsurance counterparties and believe we currently have no significant credit risk related to those counterparties.

Some of our reinsurance contracts contain clauses that allow us to terminate the participation with reinsurers whose ratings are downgraded. Information used in our risk assessment is comprised of industry ratings, recent news and reports, and a limited review of financial statements. We also may require reinsurers not licensed in our state of domicile or with whom we have limited experience, to provide letters of credit, trust agreements, or cash advances to fund their share of outstanding and future claims and CAE.

Other-Than-Temporary Impairment

Our accounting policy requires that a decline in the fair value of investment securities below their cost basis be evaluated on an ongoing basis to determine if the decline is other-than-temporary. A number of assumptions and estimates inherent in evaluating impairments are used to determine if they are other-than-temporary, which include 1) our ability and intent to hold the investment securities for a period of time sufficient to allow for an anticipated recovery in value; 2) the expected recoverability of principal and interest; 3) the length of time and extent to which the fair value has been less than cost basis; 4) the financial condition, near-term and long-term prospects of the issue or issuer, including relevant industry conditions and trends and implications of rating agency actions and offering prices; and 5) the specific reasons that a security is in a significant unrealized loss position, including market conditions, which could affect liquidity.

 

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Valuation of Financial Instruments

The fair value of available-for-sale securities (equity and fixed maturity securities) is determined by management using one of the three primary sources of information: the quoted prices in active markets; third-party pricing services; or independent broker quotations. Estimated fair value of securities based on quoted prices in active markets is readily and regularly available; therefore, valuation of these securities generally does not involve management judgment. For securities without quoted prices, fair value measurement is determined using third-party pricing services’ proprietary pricing applications. The typical inputs used by the models are relevant market information, benchmark curves, benchmark pricing of like securities, sector groupings and matrix pricing. Any securities remaining unpriced after utilizing the first two pricing methods are submitted to the independent brokers for prices. We have analyzed the third-party pricing services and independent brokers’ valuation methodologies and related inputs, and have evaluated the various types of securities in our investment portfolio to determine an appropriate fair value hierarchy level based upon trading activity and the observability of market inputs. Management completes certain tests throughout the year and at year-end to determine that prices provided by our pricing services are reasonable.

We utilize over-the-counter equity options to hedge our exposure to equity-indexed universal life and equity-indexed deferred annuity benefits. Equity-indexed universal life and equity-indexed deferred annuity products include a fixed host contract and an embedded equity derivative. The embedded derivative portion of the contracts represent benefits in excess of fixed guarantees, and the host is associated with fixed or minimum interest credited rates. At inception, the value of the host contract equals the premium paid less the fair value of the embedded derivative. The initial host contract value is accreted to the fixed guaranteed value at the end of the contract indexing term. The fair value of the embedded derivative is recalculated at each reporting period using the current contract values and option pricing assumptions. Interest credited is generally comprised of interest accruals to policyholders’ account balances. In addition to the accrual of interest on the host contracts, the gain or loss on the embedded equity derivative is also recognized as interest credited. Embedded derivative gains and losses can cause material fluctuations in interest credited from one period to the next.

Pension and Postretirement Benefit Plans

On October 31, 2013, the Company adopted certain amendments to freeze, effective at December 31, 2013, our defined benefit pension plans. See Note 18, Pension and Postretirement Benefits, of the Notes to the Consolidated Financial Statements for a detailed discussion of the amendments. Our pension and postretirement benefit obligations and related costs covering our employees are estimated using actuarial concepts in accordance with the relevant accounting guidance. The discount rate and the expected return on plan assets are important elements of expense and/or liability measurements. Each year, these key assumptions are reevaluated to determine whether they reflect the best estimates for the current period. Changes in the methodology used to determine the best estimates are made when facts or circumstances change. Other assumptions involve demographic factors such as retirement age, mortality and turnover and, prior to the aforementioned plans freeze, the rate of compensation increases. The expected long-term rate of return on plan assets is determined using the building-block method.

Litigation Contingencies

Based on information currently available, we believe that amounts ultimately paid, if any, arising from existing and currently potential litigation would not have a material effect on our results of operations and financial condition. However, it should be noted that the frequency of large damage awards, which bear little or no relation to the economic damages incurred by plaintiffs, continue to create the potential for an unpredictable judgment in any given lawsuit. It is possible that, if the defenses in these lawsuits are not successful, and the judgments are greater than we anticipate, the resulting liability could have a material impact on the consolidated financial statements.

 

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Federal Income Taxes

Our effective tax rate is based on income, non-taxable and non-deductible items, statutory tax rates and tax planning opportunities available. Inherent in determining our annual tax rate are judgments regarding business plans, planning opportunities and expectations about future outcomes. Our income tax liability includes the liability for unrecognized tax benefits, interest and penalties, that relate to tax years still subject to review by the IRS or other taxing authorities. Audit periods remain open for review until the statute of limitations has passed.

GAAP requires us to evaluate the recoverability of our deferred tax assets and establish a valuation allowance, if necessary, to reduce our deferred tax asset to an amount that is more-likely-than-not to be realized. Considerable judgment is required in determining whether a valuation allowance is necessary, and if so, the amount of such valuation allowance. Although realization is not assured, management believes it is more-likely-than-not that the deferred tax assets, net of valuation allowances, will be realized.

Management’s best estimate of future events and their impact is included in our accounting estimates. Certain changes or future events, such as changes in tax legislation, geographic mix of earnings and completion of tax audits could have an impact on our estimates and effective tax rate. For example, the dividends received deduction (“DRD”) reduces the amount of dividend income subject to tax and is a significant component of the difference between our actual tax expense and the expected amount determined using the U.S. federal statutory tax rate of 35%. The U.S. Department of the Treasury and the IRS have indicated that they intend to address, through regulations, the methodology to be followed in determining the DRD related to variable life insurance and annuity contracts. A change in the DRD, including the possible retroactive or prospective elimination of this deduction through regulations or legislation, could increase our actual tax expense and reduce our consolidated net income.

Consolidated Results of Operations

The following sets forth the consolidated results of operations (in thousands):

 

 

     Years ended December 31,     Change over prior year  
     2013      2012      2011     2013     2012  

Premiums and other revenues

            

Premiums

   $ 1,735,526       $ 1,704,173       $ 1,748,612      $ 31,353      $ (44,439

Other policy revenues

     210,224         198,401         189,494        11,823        8,907   

Net investment income

     1,016,810         985,398         968,165        31,412        17,233   

Realized investments gains (losses), net

     119,553         68,208         90,866        51,345        (22,658

Other income

     37,097         30,880         25,890        6,217        4,990   
  

 

 

    

 

 

    

 

 

   

 

 

   

 

 

 

Total premiums and other revenues

     3,119,210         2,987,060         3,023,027        132,150        (35,967
  

 

 

    

 

 

    

 

 

   

 

 

   

 

 

 

Benefits, losses and expenses

            

Policyholder benefits

     539,406         496,622         480,063        42,784        16,559   

Claims incurred

     886,398         949,106         1,032,497        (62,708     (83,391

Interest credited to policyholders’ account balances

     426,102         416,015         405,083        10,087        10,932   

Commissions for acquiring and servicing policies

     371,948         364,911         430,310        7,037        (65,399

Other operating expenses

     503,051         455,746         461,906        47,305        (6,160

Change in deferred policy acquisition costs (1)

     29,835         32,915         (38,262     (3,080     71,177   
  

 

 

    

 

 

    

 

 

   

 

 

   

 

 

 

Total benefits and expenses

     2,756,740         2,715,315         2,771,597        41,425        (56,282
  

 

 

    

 

 

    

 

 

   

 

 

   

 

 

 

Income (loss) before other items and federal income taxes

   $ 362,470       $ 271,745       $ 251,430      $ 90,725      $ 20,315   
  

 

 

    

 

 

    

 

 

   

 

 

   

 

 

 

 

(1) A negative amount of net change indicates more expense was deferred than amortized and represents a decrease to expenses in the periods indicated.

 

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Consolidated earnings increased during 2013 compared to 2012 as a result of a decrease in claims primarily in our property and casualty segment and an increase in realized investment gains. Consolidated earnings increased during 2012 compared to 2011 primarily as a result of improved earnings in our annuity and property and casualty segments, partially offset by decreases in realized investment gains.

During 2012, the Company retrospectively adopted a new accounting standard relating to DAC. Consequently, certain 2011 financial statement balances were adjusted to reflect the effect of such retrospective adoption, which decreased the reported income before other items and federal income taxes by $2.3 million for 2011.

Life

Life segment financial results for the periods indicated were as follows (in thousands):

 

     Years ended December 31,     Change over prior year  
     2013     2012     2011     2013     2012  

Premiums and other revenues

          

Premiums

   $ 293,173      $ 281,621      $ 277,724      $ 11,552      $ 3,897   

Other policy revenues

     195,644        185,536        174,406        10,108        11,130   

Net investment income

     230,763        235,712        238,275        (4,949     (2,563

Other income

     3,018        2,871        3,301        147        (430
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total premiums and other revenues

     722,598        705,740        693,706        16,858        12,034   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Benefits, losses and expenses

          

Policyholder benefits

     345,566        340,003        344,328        5,563        (4,325

Interest credited to policyholders’ account balances

     56,805        58,158        60,494        (1,353     (2,336

Commissions for acquiring and servicing policies

     117,832        97,455        88,300        20,377        9,155   

Other operating expenses

     207,520        183,040        173,188        24,480        9,852   

Change in deferred policy acquisition costs (1)

     (24,752     (7,167     (2,115     (17,585     (5,052
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total benefits and expenses

     702,971        671,489        664,195        31,482        7,294   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Income before other items and federal income taxes

   $ 19,627      $ 34,251      $ 29,511      $ (14,624   $ 4,740   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

(1) A negative amount of net change indicates more expense was deferred than amortized and represents a decrease to expenses in the periods indicated.

Earnings decreased during 2013 compared to 2012 primarily due to increases in operating expenses and policyholder benefits, partially offset by increases in premiums and other policy revenues. Earnings increased in 2012 compared to 2011 primarily due to an increase in other policy revenues, partially offset by an increase in other operating expenses.

Premiums and other revenues

Premiums from traditional life insurance products increased during 2013 compared to 2012 primarily as a result of increased sales following the introduction of a new portfolio of term products in 2012. Premiums increased during 2012 compared to 2011 primarily due to improved persistency and sales of term products.

Other policy revenues include mortality charges, earned policy service fees and surrender charges on interest-sensitive life insurance policies. These charges increased during 2013 compared to 2012, and 2012 compared to 2011 primarily due to the growing block of interest-sensitive life policies.

 

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Life insurance sales

The following table presents life insurance sales as measured by annualized premium, a non-GAAP measure used by the insurance industry, which allows a comparison of new policies written by an insurance company during the period (in thousands):

 

     Years ended December 31,      Change over prior year  
     2013      2012      2011      2013      2012  

Whole life

   $ 25,209       $ 23,889       $ 23,271       $ 1,320       $ 618   

Term life

     32,174         22,859         18,205         9,315         4,654   

Universal life

     37,769         28,291         20,334         9,478         7,957   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total recurring

   $ 95,152       $ 75,039       $ 61,810       $ 20,113       $ 13,229   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Single and excess (1)

   $ 2,327       $ 1,949       $ 2,050       $ 378       $ (101

Credit life (1)

     4,105         3,980         3,961         126         19   

 

(1)  These are weighted amounts representing 10% of single and excess premiums and 15% of credit life premuims.

Life insurance sales based on annualized premium aggregate the total yearly premium that insurance companies would expect to receive if all policies would remain in force plus 10% of single and excess premiums and 15% of credit life premium. Life insurance sales measure activity associated with gaining new insurance business in the current period whereas GAAP premium revenues are associated with policies sold in current and prior periods; therefore, a reconciliation of premium revenues and insurance sales is not meaningful.

Life insurance sales increased during 2013 compared to 2012, and during 2012 compared to 2011 due to a continued focus on life production and expansion of product offerings. Term life sales increased as a result of a new term portfolio introduced in 2012. Equity-indexed universal life products were the primary driver of the increase in universal life sales.

Benefits, losses and expenses

Policyholder benefits increased during 2013 compared to 2012 primarily due to an increase in claims and the accrual of interest related to claims identified upon the application of the modified claims settlement procedure described below. Policyholder benefits also increased due to a block of limited pay contracts, which were evaluated as requiring additional reserves in 2013. Policyholder benefits decreased slightly during 2012 compared to 2011 primarily due to a lower IBNR accrual in 2012.

In the fourth quarter of 2011, we modified our claims settlement procedures in response to the emerging regulation of claim processes from the long-standing practice of waiting for a beneficiary to file a claim to a view that insurers should actively seek possible beneficiaries. This led to an increase in our policyholder benefits of $2.4 million in 2013, $22.1 million in 2012 and $31.5 million in 2011.

Commissions increased during 2013 compared to 2012, and during 2012 compared to 2011 primarily due to increased sales of our term and equity-indexed universal life products.

Other operating expenses increased during 2013 compared to 2012 as a result of increases in costs associated with the growth in our life insurance in-force during 2013 including increases in costs allocated among our segments based on related activity as well as sales bonuses paid to independent contractors. Substantially all independent contractor bonuses are capitalized as DAC, therefore, they have minimal impact on earnings. Other operating costs and expenses increased during 2012 compared to 2011 as a result of 2011 benefitting from a reduction of an accrual for litigation contingencies in addition to an increase in allocated costs to this segment during 2012.

 

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The following table presents the components of the change in DAC (in thousands):

 

     Years ended December 31,     Change over prior year  
     2013     2012     2011     2013     2012  

Acquisition cost capitalized

   $ 107,410      $ 80,877      $ 76,890      $ 26,533      $ 3,987   

Amortization of DAC

     (82,658     (73,710     (74,775     (8,948     1,065   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Change in DAC (1)

   $ 24,752      $ 7,167      $ 2,115      $ 17,585      $ 5,052   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

(1) A positive amount of net change indicates more expense was deferred than amortized and represents a decrease to expenses in the periods indicated.

Acquisition costs capitalized increased during 2013 compared to 2012, and during 2012 compared to 2011 primarily due to an increase in commissions from higher production.

Policy in-force information

The following table summarizes changes in the Life segment’s in-force amounts (in thousands):

 

     December 31,      Change over prior year  
     2013      2012      2011      2013      2012  

Life insurance in-force

              

Traditional life

   $ 54,788,898       $ 48,856,459       $ 46,484,826       $ 5,932,439       $ 2,371,633   

Interest-sensitive life

     25,281,391         24,132,101         23,671,800         1,149,290         460,301   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total life insurance in-force

   $ 80,070,289       $ 72,988,560       $ 70,156,626       $ 7,081,729       $ 2,831,934   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

The following table summarizes changes in the Life segment’s number of policies in-force:

 

     December 31,      Change Over Prior Year  
     2013      2012      2011      2013     2012  

Number of policies in-force

             

Traditional life

     2,002,602         2,122,666         2,204,187         (120,064     (81,521

Interest-sensitive life

     196,949         185,729         178,595         11,220        7,134   
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total number of policies

     2,199,551         2,308,395         2,382,782       $ (108,844     (74,387
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total life insurance in-force increased during 2013 compared to 2012, and during 2012 compared to 2011, while the total number of policies decreased for the same periods. The increases in traditional life in-force amounts are believed to be attributed to the attractiveness of our portfolio of products and the ease of doing business. The decrease in our policy count for all periods is attributable to new business activity, which is generally comprised of fewer but larger face-value policies, being outpaced by terminations relating to claims, surrenders and lapses.

Reinsurance

The table below summarizes reinsurance reserves and premium amounts assumed and ceded (in thousands):

 

     Reserves     Premiums  
     Years ended December 31,     Years ended December 31,  
     2013     2012     2011     2013     2012     2011  

Reinsurance assumed

   $ 442      $ 1,564      $ 4,318      $ 550      $ 2,189      $ 2,974   

Reinsurance ceded

     (198,221     (189,335     (188,812     (93,240     (93,066     (92,208
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

   $ (197,779   $ (187,771   $ (184,494   $ (92,690   $ (90,877   $ (89,234
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

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We use reinsurance to mitigate excessive risk to the Life segment. During 2013, our retention limits were $2,350,000 for issue ages 65 and under, and $1,550,000 for issue ages 66 and older for traditional and universal life, unchanged from 2012. Accidental death and premium waiver benefits are mostly retained on new business. Increases in reserves and premium amounts ceded primarily reflect increased use of reinsurance in conjunction with treaties related to universal life products. Decreases in assumed reserves and premium were primarily due to the cancellation of reinsurance agreements, which are now in run-off, and our writing of this business on a direct basis with two credit life reinsurers.

Consistent with our corporate risk management strategy, we periodically adjust our reinsurance program and retention limits as market conditions warrant. While, in the past, we have reinsured up to 90% of new business, we are currently reinsuring newly developed permanent products on a modified excess retention basis, in which we reinsure mortality risk on a yearly renewable term basis, ceding a 75% quota share of policies with a face value of at least $500,000 up to our retention and then 100% in excess of retention. Current traditionally marketed term products are reinsured on a modified excess retention basis, in which we reinsure mortality risk on a yearly renewable term basis, ceding 50% quota share of face amounts in excess of $250,000 up to our retention and then 100% in excess of retention.

Reinsurance is used in the credit life business primarily to provide producers of credit-related insurance products the opportunity to participate in the underwriting risk through offshore producer-owned captive reinsurance companies. A majority of the treaties entered into by our Credit Insurance Division are written on a 100% coinsurance basis with benefit limits of $100,000 on credit life. We have entered into funds withheld reinsurance treaties, which are ceded to the reinsurer on a written basis.

For 2013, the companies to whom we have ceded reinsurance for the Life segment are shown below (in thousands, except percentages):

 

Reinsurer

   Rating(1)    Premium      Gross
Premium
 

Swiss Re Life and Health of America

       A+    $ 24,306         6.3

SCOR Global Life Americas Reinsurance Company

       A      22,866         5.9   

Munich American Reassurance Company

       A+      13,517         3.5   

Reinsurance Group of America

       A-      6,996         1.8   

Canada Life Assurance

       A+      7,193         1.9   

General Re Life Corporation

       A++      4,923         1.3   

Other Reinsurers with no single company greater than 5% of the total ceded premium

        13,439         3.5   
     

 

 

    

 

 

 

Total life reinsurance ceded

      $ 93,240         24.2
     

 

 

    

 

 

 

 

(1) A.M. Best rating as of the most current information available Febraury 4, 2014.

 

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Annuity

Annuity segment financial results for the periods indicated were as follows (in thousands):

 

     Years ended December 31,     Change over prior year  
     2013      2012      2011     2013     2012  

Premiums and other revenues

            

Premiums

   $ 155,162       $ 116,393       $ 94,753      $ 38,769      $ 21,640   

Other policy revenues

     14,580         12,865         15,088        1,715        (2,223

Net investment income

     632,536         603,349         577,707        29,187        25,642   

Other income

     351         196         250        155        (54
  

 

 

    

 

 

    

 

 

   

 

 

   

 

 

 

Total premiums and other revenues

     802,629         732,803         687,798        69,826        45,005   
  

 

 

    

 

 

    

 

 

   

 

 

   

 

 

 

Benefits, losses and expenses

            

Policyholder benefits

     193,840         156,619         135,735        37,221        20,884   

Interest credited to policyholders’ account balances

     369,297         357,857         344,589        11,440        13,268   

Commissions for acquiring and servicing policies

     43,920         54,785         94,851        (10,865     (40,066

Other operating expenses

     63,326         45,317         72,201        18,009        (26,884

Change in deferred policy acquisition costs (1)

     36,359         21,724         (29,354     14,635        51,078   
  

 

 

    

 

 

    

 

 

   

 

 

   

 

 

 

Total benefits and expenses

     706,742         636,302         618,022        70,440        18,280   
  

 

 

    

 

 

    

 

 

   

 

 

   

 

 

 

Income before other items and federal income taxes

   $ 95,887       $ 96,501       $ 69,776      $ (614   $ 26,725   
  

 

 

    

 

 

    

 

 

   

 

 

   

 

 

 

 

(1)  A negative amount of net change indicates more expense was deferred than amortized and represents a decrease to expenses in the periods indicated.

Earnings remained relatively unchanged during 2013 compared to 2012, and increased during 2012 compared to 2011 primarily due to lower operating expenses. In addition, the increase in the interest spread between net investment income and interest credited to policyholders’ account balances was higher in 2012 compared to 2011, which contributed to the improvement in earnings during 2012.

During 2012, we discontinued marketing annuities through one of our third-party marketing organizations. Termination of this relationship is not expected to have a significant impact on our annuity volume or our ability to generate annuity sales, and is not expected to materially impact earnings. The total business written by this organization represented less than 1% and 13.3% of total annuity premium and deposits in 2013 and 2012, respectively, and was primarily comprised of fixed deferred annuities.

Premiums and other revenues

Annuity premium and deposit amounts received are shown below (in thousands):

 

     Years ended December 31,      Change over prior year  
     2013      2012      2011      2013     2012  

Fixed deferred annuity

   $ 250,678       $ 568,716       $ 1,470,159       $ (318,038   $ (901,443

Single premium immediate annuity

     238,324         200,921         159,824         37,403        41,097   

Equity-indexed deferred annuity

     178,639         127,357         142,526         51,282        (15,169

Variable deferred annuity

     119,880         104,432         99,224         15,448        5,208   
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total premium and deposits

     787,521         1,001,426         1,871,733         (213,905     (870,307

Less: Policy deposits

     632,359         885,033         1,776,980         (252,674     (891,947
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total earned premiums

   $ 155,162       $ 116,393       $ 94,753       $ 38,769      $ 21,640   
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

 

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We monitor account values and changes in those values as a key indicator of performance in our Annuity segment. Changes in account values are mainly the result of net inflows, surrenders, policy fees, interest credited and market value changes. Shown below are the changes in account values (in thousands):

 

     Years ended December 31,  
     2013     2012     2011  

Fixed deferred and equity-indexed annuity

      

Account value, beginning of period

   $ 9,803,197      $ 9,824,416      $ 9,006,692   

Net inflows

     293,746        518,074        1,349,874   

Surrenders

     (1,091,890     (879,886     (863,590

Fees

     (9,067     (8,219     (10,146

Interest credited

     359,960        348,812        341,586   
  

 

 

   

 

 

   

 

 

 

Account value, end of period

   $ 9,355,946      $ 9,803,197      $ 9,824,416   
  

 

 

   

 

 

   

 

 

 

Single premium immediate annuity

      

Reserve, beginning of period

   $ 1,075,638      $ 978,722      $ 903,126   

Net inflows

     77,951        52,957        32,167   

Interest and mortality

     45,687        43,959        43,429   
  

 

 

   

 

 

   

 

 

 

Reserve, end of period

   $ 1,199,276      $ 1,075,638      $ 978,722   
  

 

 

   

 

 

   

 

 

 

Variable deferred annuity

      

Account value, beginning of period

   $ 417,645      $ 380,129      $ 415,757   

Net inflows

     115,890        99,432        88,044   

Surrenders

     (120,207     (102,058     (112,221

Fees

     (5,356     (4,742     (4,786

Change in market value and other

     81,333        44,884        (6,665
  

 

 

   

 

 

   

 

 

 

Account value, end of period

   $ 489,305      $ 417,645      $ 380,129   
  

 

 

   

 

 

   

 

 

 

Fixed deferred annuity net inflows decreased during 2013 compared to 2012, and during 2012 compared to 2011 primarily resulting from our management of these products to mitigate risks associated with investing in the persistently low interest rate environment. Surrenders increased during 2013 compared to 2012 primarily due to a larger block of policies reaching the end of their surrender charge period. An equity-indexed annuity allows a policyholder to participate in equity returns should they exceed the guaranteed minimum return as defined in the product. Deposits for this product increased during 2013 compared to 2012 primarily attributed to customers preferring the potential for enhanced return of this product compared to fixed annuities. Deposits for this product decreased during 2012 compared to 2011, primarily attributed to lower indexed crediting terms resulting from lower fixed investment yields.

Single premium immediate annuity (“SPIA”) premiums increased during 2013 compared to 2012, and decreased during 2012 compared to 2011, driven primarily by the changing priorities of potential customers entering the market for guaranteed monthly payouts on a portion of their retirement dollars.

Variable deferred annuity net inflows increased for all years presented. These products have no guaranteed minimum withdrawal benefits. Our total direct exposure on the guaranteed minimum death benefits associated with these products was $1.5 million and $2.4 million as of December 31, 2013 and 2012 respectively. After reinsurance, which is with reinsurers rated “A” or higher by A.M. Best, the net exposure was $0.3 million and $0.6 million, as of December 31, 2013 and 2012, respectively.

 

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Benefits, losses and expenses

Policyholder benefits consist of annuity payments and reserve increases for SPIA contracts. Benefits are highly correlated to the sales volume of SPIA contracts and increased for 2013 compared to 2012, and 2012 compared to 2011 commensurate with increases in SPIA premium during these periods.

Commissions decreased for 2013 compared to 2012, and 2012 compared to 2011 primarily due to reduced deposits as well as decreases in commission rates on certain annuities.

Other operating expenses were higher in 2013 compared to 2012 due to higher technology cost and a benefit in 2012 relating to final resolution of certain litigation.

Other operating expenses decreased during 2012 compared to 2011 primarily as a result of an accrual during 2011 related to the settlement of certain litigation, as well as a decrease in allocated costs to this segment during 2012. Additionally, a decrease in producer compensation linked to annuity production further reduced other operating expenses.

The change in DAC represents acquisition costs capitalized less the amortization of existing DAC, which is calculated in proportion to expected gross profits. The following shows the components of the change in DAC (in thousands):

 

     Years ended December 31,     Change over prior year  
     2013     2012     2011     2013     2012  

Acquisition cost capitalized

   $ 49,397      $ 68,799      $ 116,206      $ (19,402   $ (47,407

Amortization of DAC

     (85,756     (90,523     (86,852     4,767        (3,671
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Change in DAC (1)

   $ (36,359   $ (21,724   $ 29,354      $ (14,635   $ (51,078
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

(1) A positive amount of net change indicates more expense was deferred than amortized and is a decrease to expense in the periods indicated.

Acquisition costs capitalized decreased during 2013 compared to 2012 and 2012 compared to 2011 primarily due to decreases in commissions on the lower deferred annuity contract sales.

An important measure of the Annuity segment is amortization of DAC as a percentage of gross profits. The amortization of DAC as a percentage of gross profits for the years ended December 31, 2013, 2012, and 2011 was 35.8%, 41.5%, and 41.9%, respectively. The 2013 ratio decreased primarily due to an increase in gross profits resulting from higher option return and favorable surrender experience compared to surrender assumptions.

Options and Derivatives

Shown below is the incremental impact of option return to net investment income, and the impact of the equity-indexed annuity embedded derivative to interest credited to policyholder’s account balances (in thousands):

 

     Years ended December 31,     Change over prior year  
     2013      2012      2011     2013     2012  

Net investment income

            

Without option return

   $ 550,313       $ 584,849       $ 580,501      $ (34,536   $ 4,348   

Option return

     82,223         18,500         (2,794     63,723        21,294   

Interest credited to policy account balances

            

Without embedded derivative

     303,474         344,526         352,410        (41,052     (7,884

Equity-indexed annuity embedded derivative

     65,823         13,331         (7,821     52,492        21,152   

 

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During 2013, net investment income without option return decreased compared to 2012 primarily due to lower aggregate account values and portfolio yield. Interest credited to policyholders’ account balances without embedded derivative decreased during 2013 compared to 2012 due to a decrease in crediting rates and the $6 million non-recurring credited interest relating to settled litigation during 2012. Net investment income without option return increased during 2012 compared to 2011, primarily due to increases in aggregate annuity account values. Interest credited to policyholders’ account balances without equity-indexed return decreased during 2012 compared to 2011 due to a decrease in crediting rates.

The option return, as well as the related equity-indexed annuity embedded derivative, increased significantly during 2013 compared to 2012, and in 2012 compared to 2011, primarily due to the change in the S&P 500 Index during the respective periods. These option returns correlate to the 29.6%, 13.4%, and 0.0% change in the S&P 500 Index during 2013, 2012, and 2011, respectively. In addition, the nominal value of options held during 2013 was larger than in 2012, which also contributed to the increase in option return.

Health

Health segment results for the periods indicated were as follows (in thousands):

 

     Years ended December 31,      Change over prior year  
     2013      2012      2011      2013     2012  

Premiums and other revenues

             

Premiums

   $ 212,931       $ 223,773       $ 231,793       $ (10,842   $ (8,020

Net investment income

     11,314         11,789         13,413         (475     (1,624

Other income

     17,629         15,548         13,356         2,081        2,192   
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total premiums and other revenues

     241,874         251,110         258,562         (9,236     (7,452
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Benefits, losses and expenses

             

Claims incurred

     139,762         155,825         159,289         (16,063     (3,464

Commissions for acquiring and servicing policies

     28,225         26,383         25,808         1,842        575   

Other operating expenses

     46,646         44,966         47,160         1,680        (2,194

Change in deferred policy acquisition costs (1)

     1,986         5,890         9,172         (3,904     (3,282
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total benefits and expenses

     216,619         233,064         241,429         (16,445     (8,365
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Income before other items and federal income taxes

   $ 25,255       $ 18,046       $ 17,133       $ 7,209      $ 913   
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

 

(1)  A negative amount of net change indicates more expense was deferred than amortized and represents a decrease to expenses in the periods indicated.

Earnings increased during 2013 compared to 2012 driven primarily by a decrease in claims incurred, partially offset by a decrease in premiums. Earnings increased 5.3% for 2012 compared to 2011.

Premiums and other revenues

Health earned premiums for the periods indicated are as follows (in thousands, except percentages):

 

     Years ended December 31,  
     2013     2012     2011  
     dollars      percentage     dollars      percentage     dollars      percentage  

Medicare Supplement

   $ 90,785         42.6   $ 96,808         43.3   $ 100,924         43.6

Medical expense

     30,331         14.2        37,414         16.7        47,323         20.4   

Group health

     37,391         17.6        40,130         17.9        33,906         14.6   

Credit accident and health

     15,029         7.1        16,686         7.5        19,897         8.6   

MGU

     19,619         9.2        17,103         7.6        13,681         5.9   

All other

     19,776         9.3        15,632         7.0        16,062         6.9   
  

 

 

    

 

 

   

 

 

    

 

 

   

 

 

    

 

 

 

Total

   $ 212,931         100.0   $ 223,773         100.0   $ 231,793         100.0
  

 

 

    

 

 

   

 

 

    

 

 

   

 

 

    

 

 

 

 

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Earned premiums decreased during 2013 compared to 2012, and 2012 compared to 2011 primarily resulting from the run-off of our closed block of medical expense insurance plans, which will continue to decrease. In addition, Medicare Supplement premiums declined due to policy lapses outpacing new sales along with a lower average premium per policy on those new sales.

Our in-force certificates or policies as of the dates indicated are as follows:

 

     December 31,  
     2013     2012     2011  
     number      percentage     number      percentage     number      percentage  

Medicare Supplement

     40,064         6.4     41,562         6.7     42,760         6.8

Medical expense

     4,633         0.7        5,745         0.9        7,962         1.3   

Group

     19,679         3.1        19,868         3.2        20,122         3.2   

Credit accident and health

     235,014         37.5        253,710         40.7        271,700         43.3   

MGU

     221,811         35.3        197,050         31.6        147,251         23.5   

All other

     106,711         17.0        105,499         16.9        137,596         21.9   
  

 

 

    

 

 

   

 

 

    

 

 

   

 

 

    

 

 

 

Total

     627,912         100.0     623,434         100.0     627,391         100.0
  

 

 

    

 

 

   

 

 

    

 

 

   

 

 

    

 

 

 

Total in-force policies increased during 2013 compared to 2012 primarily due to an increase in the MGU line partially offset by a decrease in credit accident and health business. The MGU line increased as a result of our continued expansion in the MGU market as we believe an increasing number of employers will use the stop loss market to manage the cost of providing health insurance for employees. Credit accident and health decreased due to the contraction in that market.

Our total in-force policies decreased during 2012 compared to 2011 primarily due to increases in the MGU line being offset by decreases in credit accident and health and all other lines. The MGU line increased due to increased production by existing MGUs and the addition of new MGUs.

Benefits, losses and expenses

Claims incurred decreased during 2013 compared to 2012 primarily as a result of the continued decline in the closed medical expense block and a decrease in group claim submissions. Claims incurred during 2012 compared to 2011 were relatively unchanged. Benefit ratios were 65.6% in 2013, 69.6% in 2012, and 68.7% in 2011. Commissions were relatively unchanged during all periods.

Other operating expenses increased during 2013 compared to 2012 due primarily to an accrual on the MGU line for an anticipated payment to a state insurance guaranty pool. Other operating expenses decreased during 2012 compared to 2011 as a result of managing expenses as the aggregate health block of business decreased.

Change in Deferred Policy Acquisition Costs

The following table presents the components of the change in DAC (in thousands):

 

     Years ended December 31,     Change over prior year  
     2013     2012     2011     2013      2012  

Acquisition cost capitalized

   $ 13,263      $ 11,018      $ 11,815      $ 2,245       $ (797

Amortization of DAC

     (15,249     (16,908     (20,987     1,659         4,079   
  

 

 

   

 

 

   

 

 

   

 

 

    

 

 

 

Change in DAC (1)

   $ (1,986   $ (5,890   $ (9,172   $ 3,904       $ 3,282   
  

 

 

   

 

 

   

 

 

   

 

 

    

 

 

 

 

(1) A negative amount of net change indicates less expense was deferred than amortized and represents an increase to expenses in the periods indicated.

 

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The amortization of DAC had a smaller impact on expenses during 2013 compared to 2012 and in 2012 compared to 2011 due to the declining aggregate health block of business.

Reinsurance

For the medical expense business, we use reinsurance on an excess of loss basis. We retain the first $500,000 per claim and amounts in excess of $2,000,000. We cede or retrocede the majority of the risk associated with our stop loss and other MGU programs. We maintain reinsurance on a quota share basis for our long-term care and disability income business.

Reinsurance is also used in the credit accident and health business. In certain cases, particularly in the auto retail market, we may also reinsure the policy written through non-U.S. producer-owned captive reinsurers to allow the dealer to participate in the performance of these credit accident and health contracts. A majority of the treaties entered into by our Credit Insurance Division are written on a 100% coinsurance basis with benefit limits of $1,000 per month.

For 2013, the companies to which we have ceded reinsurance for the Health segment are shown below (in thousands, except percentages):

 

Reinsurer

  

A.M. Best
Rating(1)

   Ceded
Premium
     Percentage
of Gross
Premium
 

Harbour Life & Reinsurance Co Ltd.

   Not rated    $ 72,827         16.1

Maiden Re

   A-       33,078         7.3   

Munich Reinsurance America

   A+      29,920         6.6   

American First Insurance Company

   Not rated      25,120         5.5   

Other reinsurers with no single company greater than 5.0% of the total ceded premium

        79,560         17.5   
     

 

 

    

 

 

 

Total health reinsurance ceded

      $ 240,505         53.0
     

 

 

    

 

 

 

 

(1) A.M.Best rating as of the most current information available February 4, 2014

 

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Property and Casualty

Property and Casualty results for the periods indicated were as follows (in thousands, except percentages):

 

     Years ended December 31,     Change over prior year  
     2013     2012     2011     2013     2012  

Premiums and other revenues

          

Net premiums written

   $ 1,069,694      $ 1,047,211      $ 1,137,445      $ 22,483      $ (90,234
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net premiums earned

   $ 1,074,260      $ 1,082,386      $ 1,144,342      $ (8,126   $ (61,956

Net investment income

     66,632        69,604        72,071        (2,972     (2,467

Other income

     6,239        6,360        6,003        (121     357   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total premiums and other revenues

     1,147,131        1,158,350        1,222,416        (11,219     (64,066
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Benefits, losses and expenses

          

Claims incurred

     746,636        793,281        873,208        (46,645     (79,927

Commissions for acquiring and servicing policies

     181,748        186,288        221,351        (4,540     (35,063

Other operating expenses

     128,437        120,888        124,336        7,549        (3,448

Change in deferred policy acquisition costs (1)

     16,242        12,468        (15,965     3,774        28,433   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total benefits and expenses

     1,073,063        1,112,925        1,202,930        (39,862     (90,005
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Income (loss) before other items and federal income taxes

   $ 74,068      $ 45,425      $ 19,486      $ 28,643      $ 25,939   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Loss ratio

     69.5     73.3     76.3     (3.8     (3.0

Underwriting expense ratio

     30.4        29.5        28.8        0.9        0.7   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Combined ratio

     99.9     102.8     105.1     (2.9     (2.3
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Impact of catastrophe events on combined ratio

     7.2        9.3        11.4        (2.1     (2.2
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Combined ratio without impact of catastrophe events

     92.7     93.5     93.7     (0.8     (0.1
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Gross catastrophe losses

   $ 83,903      $ 135,625      $ 217,851      $ (51,722   $ (82,226

Net catastrophe losses

     76,434        94,025        120,628        (17,591     (26,603

 

(1) A negative amount of net change indicates more expense was deferred than amortized and represents a decrease to expenses in the periods indicated.

Property and Casualty results improved during 2013 compared to 2012, and during 2012 compared to 2011 due to continued improvement in the loss ratio. The loss ratio improved as a result of decreases in catastrophe losses, underwriting and risk mitigation actions and improved price adequacy. Results also improved during 2012 compared to 2011 due to a decline in commissions resulting from a shift to non-commission products from commission products in our credit business.

Premiums and other revenues

Net Premiums written increased during 2013 compared to 2012 due to continued rate adequacy improvements in our homeowners and commercial lines, especially in our agricultural business. Net premiums earned decreased during 2013 compared to 2012 primarily due to decreases in our personal auto business. Net premiums written and earned decreased during 2012 compared to 2011 resulting from a decline of policies in-force due to attrition and risk mitigation actions in our Personal lines, in addition to product alterations in our credit business.

Benefits, losses and expenses

Claims incurred decreased during 2013 compared to 2012, and during 2012 compared to 2011 as a result of decreases in both catastrophe and non-catastrophe weather-related losses. We continue to reduce our exposure in high catastrophe, high concentration areas which has contributed to a decrease in losses. The loss ratio decreased for all periods presented as a result of the decreases in catastrophe losses, improved rate adequacy and reduced claims frequency.

 

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Gross catastrophes for the year ended December 31, 2013 were $83.9 million compared to $135.6 million for 2012. Although there was an increase in the number of catastrophe events, we experienced a significant decrease in catastrophe losses due primarily to a decrease in the severity of catastrophes in 2013 as compared to 2012. In 2013, there were 30 catastrophe events compared to 26 in 2012, and 31 in 2011. Hurricane Sandy accounted for $46.6 million in gross catastrophe losses and $11.1 million in net catastrophe losses in 2012. The catastrophe activity during 2011 included a record number of tornados, including two events which impacted primarily Alabama in late April 2011 and Joplin, Missouri in May 2011, accounting for $102.6 million in gross catastrophe losses and $30.5 million in net catastrophe losses.

Commissions decreased during 2013 compared to 2012, and during 2012 compared to 2011, primarily due to a shift from Guaranteed Auto Protection (“GAP”) commissioned products to non-commission products, which also have lower premiums.

Other operating expenses increased in 2013 compared to 2012, primarily due to increases in agent recruitment and marketing expenses. Other operating expenses remained relatively unchanged during 2012 compared to 2011.

Expenses attributable to the change in DAC increased during 2013 compared to 2012, and during 2012 compared to 2011. The capitalized costs being amortized on credit-related property products written in prior years exceeded the costs being capitalized on the newer credit-related products sold. We regularly review the recoverability of DAC, and if the actual emergence of future profitability were to be substantially lower than estimated, we would accelerate DAC amortization to account for any recoverability issues or premium deficiency. We have not historically experienced these issues with our DAC balances.

Products

Our Property and Casualty segment consists of: (i) Personal products, which we market primarily to individuals, represent 61.4% of net premiums written, (ii) Commercial products, which focus primarily on agricultural and other commercial markets, represent 30.4% of net premiums written, and (iii) Credit-related property insurance products, which are marketed to and through financial institutions and retailers, represent 8.2% of net premiums written.

Personal Products

Personal Products results for the periods indicated were as follows (in thousands, except percentages):

 

     Years ended December 31,     Change over prior year  
     2013     2012     2011     2013     2012  

Net premiums written

          

Automobile

   $ 404,807      $ 416,611      $ 444,454      $ (11,804   $ (27,843

Homeowner

     216,806        208,131        213,513        8,675        (5,382

Other personal

     35,562        36,212        35,691        (650     521   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total net premiums written

   $ 657,175      $ 660,954      $ 693,658      $ (3,779   $ (32,704
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net premiums earned

          

Automobile

   $ 404,664      $ 423,265      $ 463,171      $ (18,603   $ (39,906

Homeowner

     209,556        207,048        217,619        2,506        (10,571

Other personal

     35,597        35,738        36,173        (141     (435
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total net premiums earned

   $ 649,817      $ 666,051      $ 716,963      $ (16,238   $ (50,912
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Loss ratio

          

Automobile

     77.9     77.9     75.7     —          2.2   

Homeowner

     80.0        94.5        102.1        (14.5     (7.6

Other personal

     55.4        56.2        67.8        (0.8     (11.6

Personal line loss ratio

     77.4     81.9     83.3     (4.5     (1.4

Combined Ratio

          

Automobile

     101.0     99.4     96.6     1.6        2.8   

Homeowner

     104.9        119.0        125.7        (14.1     (6.7

Other personal

     77.0        76.6        89.6        0.4        (13.0

Personal line combined ratio

     101.0     104.3     105.0     (3.3     (0.7

 

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Personal Automobile: Net premiums written and earned decreased in our personal automobile line during 2013 compared to 2012, and 2012 compared to 2011, primarily due to a decline in policies in-force. The loss and combined ratios remained substantially unchanged during 2013 compared to 2012. The loss and combined ratios increased slightly during 2012 compared to 2011 consistent with our expectations.

The combined industry ratios per A.M. Best’s “U.S. Property/Casualty-Review and Preview” for 2013 (estimated), 2012 and 2011 are 100.8%, 102.1%, and 102.0%, respectively.

Homeowners: Net premiums written and earned increased during 2013 compared to 2012 primarily due to increasing premium rates over the time period. The loss and combined ratios decreased during 2013 compared to 2012 due to a decline in both catastrophe and non-catastrophe weather-related losses and improved rate adequacy. Net premiums written and earned decreased during 2012 compared to 2011 primarily due to fewer policies in-force. The decrease in homeowner policies in-force was primarily driven by improved rate adequacy and our catastrophe risk mitigation actions. The loss and combined ratios decreased during 2012 compared to 2011 primarily due to improved catastrophe experience and rate adequacy.

The combined ratios for the industry per A.M. Best for 2013 (estimated), 2012 and 2011 were 94.0%, 103.9%, and 122.1%, respectively.

Other Personal: These products include watercraft, rental-owner and umbrella coverages for individuals seeking to protect their personal property and liability not covered within their homeowner and auto policies. The loss and combined ratios remained substantially unchanged during 2013 compared to 2012, and decreased during 2012 compared to 2011. As this is currently the smallest line of business in our Personal Products, minor fluctuations in results can cause greater volatility in these ratios.

Commercial Products

Commercial Products results for the periods indicated were as follows (in thousands, except percentages):

 

     Years ended December 31,     Change over prior year  
     2013     2012     2011     2013     2012  

Net premiums written

          

Other commercial

   $ 137,107      $ 130,103      $ 126,013      $ 7,004      $ 4,090   

Agricultural business

     107,894        98,026        98,152        9,868        (126

Automobile

     79,875        78,450        82,266        1,425        (3,816
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total net premiums written

   $ 324,876      $ 306,579      $ 306,431      $ 18,297      $ 148   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net premiums earned

          

Other commercial

   $ 128,020      $ 122,174      $ 121,420      $ 5,846      $ 754   

Agricultural business

     110,476        104,098        102,946        6,378        1,152   

Automobile

     78,016        79,478        84,201        (1,462     (4,723
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total net premiums earned

   $ 316,512      $ 305,750      $ 308,567      $ 10,762      $ (2,817
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Loss ratio

          

Other commercial

     66.6     66.4     66.2     0.2        0.2   

Agricultural business

     74.9        92.3        118.2        (17.4     (25.9

Automobile

     66.0        64.6        60.8        1.4        3.8   

Commercial line loss ratio

     69.4     74.7     82.1     (5.3     (7.4

Combined ratio

          

Other commercial

     94.3     93.9     94.4     0.4        (0.5

Agricultural business

     111.5        127.8        155.0        (16.3     (27.2

Automobile

     89.7        86.8        83.0        2.9        3.8   

Commercial line combined ratio

     99.1     103.6     111.5     (4.5     (7.9

 

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Other Commercial: Net premiums written and earned increased during 2013 compared to 2012, primarily due to rate increases in the workers’ compensation line. In addition, net premiums written and earned increased during 2012 compared to 2011 as a result of premiums assumed from involuntary pools.

Agricultural Business: Our agricultural business product allows policyholders to customize and cover their agriculture exposure using a package policy which includes coverage for residences and household contents, farm buildings and building contents, personal and commercial liability and personal property. Net premiums written and earned increased during 2013 compared to 2012 primarily as a result of rate increases and an increase in new business writings, offset by a slight decrease in policies in force. Net premiums written were substantially unchanged in 2012 as compared to 2011, and net premiums earned increased during 2012 as compared to 2011, primarily as a result of a decrease in reinsurance reinstatement premiums. The loss and combined ratios decreased for all periods presented, primarily as the result of a reduction in net catastrophe losses, as well as a combination of rate and underwriting actions. The frequency and severity of storms and weather related events continue to cause variability in this line of business.

Commercial Automobile: Net premiums written and earned remained substantially unchanged during 2013 compared to 2012. Net premiums written and earned decreased during 2012 compared to 2011 primarily as a result of lower new business writings in our small commercial business as well as selective underwriting intended to improve risk selection.

The combined industry ratios per A.M. Best for 2013 (estimated), 2012, and 2011 were 104.1%, 106.8%, and 103.4%, respectively.

Credit Products

Credit-related property products for the periods indicated were as follows (in thousands, except percentages):

 

     Years ended December 31,     Change over prior year  
     2013     2012     2011     2013     2012  

Net premiums written

   $ 87,643      $ 79,678      $ 137,356      $ 7,965      $ (57,678

Net premiums earned

     107,931        110,585        118,812        (2,654     (8,227

Loss ratio

     22.7     17.6     19.1     5.1        (1.5

Combined ratio

     99.3        95.3        90.7        4.0        4.6   

Credit-related property products are offered on automobiles, furniture and appliances in connection with the financing of those items. These policies pay an amount if the insured property is lost or damaged and the amount paid is not directly related to an event affecting the consumer’s ability to pay the debt.

Net premiums written increased during 2013 compared to 2012 primarily due to an increase in our Collateral Protection business, while net premiums earned decreased as premiums shifted from Guaranteed Auto Protection (“GAP”) Insurance to GAP Waiver, a lower premium debt protection product. Net premiums written and earned decreased during 2012 compared to 2011. The primary driver for the decrease in premiums was a shift from GAP Insurance to GAP Waiver.

The loss and combined ratios increased during 2013 compared to 2012 primarily due to an increase in claims in our collateral protection business.

Reinsurance

We reinsure a portion of the risks that we underwrite to manage our loss exposure and protect capital resources. In return for a premium, reinsurers assume a portion of the claims incurred. In addition to our reinsurance coverage, we are partially protected by the Terrorism Risk Insurance Act of 2002, which was modified and extended through December 31, 2014 by the Terrorism Risk Insurance Program Reauthorization Act of 2007.

 

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We retain the first $1.0 million of loss per risk, which will remain the same for 2014. Our catastrophe reinsurance retention covering property and casualty companies in total has been $40.0 million in recent years and will remain the same in 2014. The following table summarizes the Company’s catastrophe reinsurance coverage effective during 2014.

 

Layer of Loss

  

Catastrophe Reinsurance Coverage in Force

Less than $10 million    100% of loss retained except for certain losses covered by the Catastrophe Aggregate and Stretch & Aggregate coverage described below
$10 million - $40 million   

•    95% of earthquake losses outside of California

•    75% of multiple peril losses in each of the following separate regions

Northeast and Mid-Atlantic states

Texas, Oklahoma, and Arkansas

Coastal states from Louisiana to North Carolina

All states excluding hurricane losses in coastal states (covered by previous coverage) with insuring protection from other regional coverage a. through d.

$40 million - $100 million    90% of multiple peril losses covered by Corporate Program(1) (all perils).
$100 million - $200 million    95% of multiple peril losses covered by Corporate Program(1) (all perils).
$300 million - $500 million    100% of multiple peril losses covered by Corporate Program(1) (all perils).

 

(1) The Corporate Program covers all non-credit property and casualty business, subject to certain limits, and is not specific to the Company or any of its subsidiaries, or any state or region.

Each per event coverage above includes one automatic reinstatement except for a 15% portion of the Corporate Program (15% of $40 million to $500 million). In 2013, this reinsurance coverage was placed at 95% and included one automatic reinstatement. The automatic reinstatement requires us to pay additional reinsurance premium for any losses into each reinsurance layer. The reinstatement premium is prorated by the percentage of actual loss to the coverage. The 15% placement of non-reinstateable coverage reduces the amount of reinstatement premium we are obligated to pay.

We purchase a Catastrophe Aggregate reinsurance coverage that provides for $30 million of limit excess of $90 million of aggregated catastrophe losses. Qualifying losses include amounts of retained losses below the $10 million retention of the catastrophe program. The Catastrophe Aggregate reinsurance coverage has been placed at 95% for 2014 and does not include a reinstatement.

We also purchased a Stretch & Aggregate coverage which consists of a $35 million annual limit available either wholly or in part across two layers. The first layer is 8.75% of $400 million excess of $100 million on an occurrence basis. The second layer provides aggregate protection. Qualifying loss to the second layer is $35 million excess of $5 million of aggregated catastrophes losses. Recoveries follow satisfaction of a $45 million annual aggregate deductible. This coverage was placed at 71.43% in 2014.

We use multiple reinsurers with each reinsurer absorbing part of the overall risk ceded. The primary reinsurers in the 2014 programs and the coverage each provides are shown in the following table:

 

    A.M. Best   Percent of Risk Covered  

Reinsurer

  Rating(1)   Non–Catastrophe     Catastrophe  

Lloyd’s Syndicates

      A     38.8     46.2

Swiss Re

      A+     8.5        5.7   

Tokio Millennium Re Ltd.

      A++     —          5.6   

Safety National Casualty Corporation

      A+     16.2        —     

Munich Re America

      A+     11.0        —     

Hannover Ruckversicherung-Aktiengesellschaft, Germany

      A+     9.6        —     

Other Reinsurers with no single company with greater than a 5% share

      15.9        42.5   
   

 

 

   

 

 

 

Total Reinsurance Coverage

      100.0     100.0
   

 

 

   

 

 

 

 

(1) A.M.Best rating as of the most current information available February 4, 2014.

 

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Our credit-related property insurance products do not employ reinsurance to manage catastrophe loss exposure, and their reinsurers for risks other than catastrophes are not deemed significant to our business.

Prior Period Reserve Development

The loss development table included herein shows the development of our claims and CAE reserves. The table does not present individual accident or policy year development data.

The top line shows our original reserves, net of reinsurance recoverable, for each of the indicated years. The table then shows the cumulative net paid claims and CAE as of successive years. The table below also shows the re-estimated amount of previously recorded reserves based on experience as of the end of each succeeding year. The cumulative deficiency or redundancy represents the aggregate change in the estimates over all prior years. Conditions and trends that affected development of liabilities in the past may not occur in the future. Accordingly, it is inappropriate to anticipate future redundancies or deficiencies based on historical experience.

 

    Loss Development Table  
    Property and Casualty Claims and Claim Adjustment Expense Liability Development-Net of  Reinsurance  
    Years Ended December 31,  
    2003     2004     2005     2006     2007     2008     2009     2010     2011     2012     2013  
(Amounts in Thousands)                                                                  

Liability for unpaid losses and loss adjustment expenses, net of reinsurance

                     

(includes loss reserves, IBNR, allocated and unalloc expense)

    590,365        678,379        796,267        801,953        809,500        847,860        856,662        887,004        857,840        832,653        816,573   

Cumulative paid losses and loss expenses

                     

One year later

    256,386        274,810        366,007        296,620        318,943        345,351        308,109        331,196        329,102        314,649     

Two years later

    377,139        405,748        506,463        453,042        477,958        495,277        467,402        501,444        506,332       

Three years later

    445,702        479,410        590,644        544,099        569,031        593,384        565,819        621,992         

Four years later

    479,524        518,986        639,989        593,126        625,925        651,781        637,286           

Five years later

    498,350        541,626        664,588        623,884        655,613        696,867             

Six years later

    509,520        552,136        682,171        638,513        688,647               

Seven years later

    513,968        563,113        688,866        666,814                 

Eight years later

    518,251        567,260        713,247                   

Nine years later

    519,781        588,845                     

Ten years later

    539,649                       

Liabilites re-estimated

                     

One year later

    564,287        638,910        770,238        711,880        766,881        798,588        776,808        818,937        810,263        793,735     

Two years later

    564,485        617,374        737,341        713,339        733,361        770,900        753,152        809,757        809,969       

Three years later

    553,163        596,242        739,826        680,899        727,675        766,994        751,538        813,485         

Four years later

    538,459        596,768        714,981        682,460        727,733        770,441        759,987           

Five years later

    542,430        585,369        717,474        685,471        735,407        777,939             

Six years later

    534,286        585,914        720,931        694,268        746,114               

Seven years later

    534,477        589,384        726,479        708,245                 

Eight years later

    535,429        593,294        743,091                   

Nine years later

    537,875        611,380                     

Ten years later

    556,676                       

Deficiency(redundancy), net of reinsurance

    (33,689     (66,999     (53,176     (93,708     (63,386     (69,921     (96,675     (73,519     (47,871     (38,918  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   
    2003     2004     2005     2006     2007     2008     2009     2010     2011     2012     2013  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net reserve, as initially estimated

    590,365        678,379        796,267        801,953        809,500        847,860        856,662        887,004        857,840        832,653        816,573   

Reinsurance and other recoverables as initially estimated

    52,908        67,698        65,186        62,115        55,951        89,410        46,778        40,552        53,152        52,184        38,959   
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Gross reserve as initially estimated

    643,273        746,077        861,453        864,068        865,451        937,270        903,440        927,556        910,992        884,837        855,532   

Net re-estimated reserve

    556,676        611,380        743,091        708,245        746,114        777,939        759,987        813,485        809,969        793,735     

Re-estimated and other reinsurance recoverables

    70,438        71,372        485,088        89,030        74,790        110,489        44,946        38,768        48,177        61,042     

Gross re-estimated reserve

    627,114        682,752        1,228,179        797,275        820,904        888,428        804,933        852,253        858,146        854,777     

Deficiency(redundancy), gross of reinsurance

    (16,159     (63,325     366,726        (66,793     (44,547     (48,842     (98,507     (75,303     (52,846     (30,060  

 

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While we believe that our claims reserves at December 31, 2013 are adequate, new information, events or circumstances, unknown at the original valuation date, may lead to future developments in our ultimate losses in amounts significantly greater or less than the reserves currently recorded. The actual final cost of settling both claims outstanding at December 31, 2013 and claims expected to arise from unexpired periods of risk is uncertain. There are many other factors that would cause our losses to increase or decrease, which include but are not limited to: changes in claim severity; changes in the expected level of reported claims; judicial action changing the scope or liability of coverage; changes in the regulatory, social and economic environment; and unexpected changes in loss inflation. The deficiency or redundancy for different reporting dates is cumulative and should not be added together.

We participate in the National Flood Insurance Program as administered by the Federal Emergency Management Agency. For the year ended December 31, 2005, the $365.4 million deficiency gross of reinsurance was primarily the result of our participation in this program. As these losses are 100% reimbursed by the Federal government they do not impact our net reserve calculations or our net loss development patterns. The National Flood Insurance Program had paid losses of $390.0 million for the year ended December 31, 2005 because of the 2005 hurricanes, specifically Hurricane Katrina. Since reserves are not set up for the National Flood Insurance Program, any payments made subsequent to year-end will appear as adverse development on a gross basis. If the flood losses were removed from the gross data, the $365.4 million deficiency would have been a $24.6 million redundancy, gross of reinsurance.

For 2013, the net favorable prior year claims and CAE development was $38.9 million, compared to approximately $47.6 million of net favorable prior year development in 2012, as a result of better than expected paid and incurred loss emergence across several lines of business.

The current year loss ratio is a blend of the current accident year loss ratio and the impact of favorable or adverse development on prior accident years during the current calendar year. Excluding the 3.6 point impact of favorable prior year loss development for accident years 2012 and prior, the 2013 loss ratio would have been 73.1%. Excluding the 4.4 point impact of favorable prior year loss development for accident years 2011 and prior, the 2012 loss ratio would have been 77.7%.

Net favorable reserve development during 2013 and 2012 was primarily driven by personal and commercial auto and commercial liability lines. Net and gross reserve calculations have shown favorable development as a result of loss emergence compared to what was implied by the loss development patterns used in the original estimation of losses. For additional information regarding claims and CAE, refer to Note 12, Liability for Unpaid Claims and Claim Adjustment Expenses, of the Notes to the Consolidated Financial Statements.

Corporate and Other

Corporate and Other segment financial results for the periods indicated were as follows (in thousands):

 

     Years ended December 31,      Change over prior year  
     2013      2012      2011      2013     2012  

Premiums and other revenues

             

Net investment income

   $ 75,565       $ 64,944       $ 66,699       $ 10,621      $ (1,755

Realized investments gains, net

     119,553         68,208         90,866         51,345        (22,658

Other Income

     9,860         5,905         2,980         3,955        2,925   
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total premiums and other revenues

     204,978         139,057         160,545         65,921        (21,488
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Benefits, losses and expenses

             

Commissions

     223         —           —           223        —     

Other operating expenses

     57,122         61,535         45,021         (4,413     16,514   
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total benefits, losses and expenses

     57,345         61,535         45,021         (4,190     16,514   
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Income before other items and federal income taxes

   $ 147,633       $ 77,522       $ 115,524       $ 70,111      $ (38,002
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

 

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Earnings increased during 2013 compared to 2012 primarily due to increases in realized gains and net investment income. The increase in realized gains was driven by sales of investment real estate properties as well as a reduction in other-than-temporary impairments related to investment securities. Earnings decreased during 2012 compared to 2011 due to the lower realized gains, primarily as a result of the $22.5 million other-than-temporary impairments related to investment securities. In addition, other operating expenses increased during the same period as a result of share-based compensation costs under the stock and incentive plan and an increase in allocated costs to this segment during 2012.

The Corporate and Other business segment recorded other-than-temporary impairments of $4.6 million, $22.5 million, and $9.5 million in 2013, 2012 and 2011, respectively, which are included in “Realized investments gains, net.”

Investments

We manage our investment portfolio to optimize the rate of return commensurate with sound and prudent asset selection and to maintain a well-diversified portfolio. Our investment operations are regulated primarily by the state insurance departments where we or our insurance subsidiaries are domiciled. Investment activities, including the setting investment policies and defining acceptable risk levels, are subject to review and approval by our Board of Directors, which is assisted by our Finance Committee and Management Risk Committee.

Our insurance and annuity products are primarily supported by investment-grade bonds, and to a lesser extent collateralized mortgage obligations and commercial mortgage loans. We purchase fixed maturity securities and designate them as either held-to-maturity or available-for-sale considering our estimated future cash flow needs. We also monitor the composition of our fixed maturity securities classified as held-to-maturity and available-for-sale and adjust the mix within the portfolio as investments mature or new investments are purchased.

We invest in commercial mortgage loans when the yield and credit risk compare favorably with fixed maturity securities. Individual residential mortgage loans including sub-prime or Alt A mortgage loans have not been and are not expected to be part of our investment portfolio. We invest in real estate and equity securities based on a risk and reward analysis where we believe there are opportunities for enhanced returns.

The following summarizes the carrying values of our invested assets (other than investments in unconsolidated affiliates) by asset class (in thousands, except percentages):

 

     December 31, 2013      December 31, 2012  
     Amount      Percent      Amount      Percent  

Bonds held-to-maturity, at amortized cost

   $ 8,491,347         43.8       $ 9,009,282         46.8   

Bonds available-for-sale, at fair value

     4,599,673         23.7         4,665,576         24.3   

Equity securities, at fair value

     1,410,608         7.3         1,075,439         5.6   

Mortgage loans on real estate, net of allowance

     3,299,242         17.0         3,143,011         16.2   

Policy loans

     397,407         2.0         395,333         2.1   

Investment real estate, net of accumulated depreciation

     507,142         2.6         511,233         2.7   

Short-term investments

     495,386         2.6         313,086         1.6   

Other invested assets

     201,442         1.0         125,104         0.7   
  

 

 

    

 

 

    

 

 

    

 

 

 

Total investments

   $ 19,402,247         100.0       $ 19,238,064         100.0   
  

 

 

    

 

 

    

 

 

    

 

 

 

The increase in our total investments at December 31, 2013 as compared to 2012 was primarily a result of an increase in equity securities, due to market appreciation, as well as increases in short-term investments and mortgage loans. These increases were partially offset by decreases in bonds due to maturities.

Each component of our invested assets and its related revenues are described further in the Notes to the Consolidated Financial Statements within Item 8, Financial Statements and Supplementary Data.

Bonds—We allocate most of our fixed maturity securities to support our insurance business. At December 31, 2013, our fixed maturity securities had an estimated fair value of $13.4 billion, which was $0.5 billion, or 3.7%, above amortized cost. At December 31, 2012, our fixed maturity securities had an estimated fair value of $14.5 billion, which was $1.2 billion, or 8.9%, above amortized cost. Fixed maturity securities’ estimated fair value, due in one year or less, decreased to $1.1 billion as of December 31, 2013 from $1.7 million as of December 31, 2012, primarily as a result of maturities.

 

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The following table identifies the total bonds by credit quality rating, using both Standard & Poor’s and Moody’s ratings (in thousands, except percentages):

 

     December 31, 2013      December 31, 2012  
     Amortized      Estimated      % of Fair      Amortized      Estimated      % of Fair  
     Cost      Fair Value      Value      Cost      Fair Value      Value  

AAA

   $ 621,527         649,161         4.9       $ 731,004         796,658         5.5   

AA

     1,472,221         1,511,517         11.3         1,412,669         1,536,119         10.6   

A

     5,260,435         5,466,136         40.7         5,044,344         5,549,050         38.2   

BBB

     5,094,589         5,272,246         39.2         5,538,870         6,004,743         41.4   

BB and below

     498,966         523,681         3.9         598,862         619,757         4.3   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

   $ 12,947,738       $ 13,422,741         100.0       $ 13,325,749       $ 14,506,327         100.0   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

We expect the exposure to below investment grade securities to decrease as these bonds approach maturity. We do not own direct investments in sovereign debt issued by Greece, Ireland, Italy, Portugal or Spain.

Mortgage Loans—We invest in commercial mortgage loans that are diversified by property-type and geography to support our insurance business. Generally, mortgage loans are secured by first liens on income-producing real estate with a loan-to-value ratio of up to 75%. Mortgage loans held-for-investment are carried at outstanding principal balances, adjusted for any unamortized premium or discount, deferred fees or expenses, and net of allowances. The weighted average coupon yield on the principal funded for mortgage loans was 5.2% and 5.5% at December 31, 2013 and 2012, respectively. It is likely that the weighted average yield on funded mortgage loans will decline as loans mature and new loans are originated with lower rates in the current interest rate environment.

Equity Securities—Our equity portfolio is in companies publicly traded on a national U.S. stock exchange; the cost and estimated fair value of the equity securities are as follows (in thousands):

 

            Unrealized      Unrealized            % of Fair  
     Cost      Gains      Losses     Fair Value      Value  

December 31, 2013

             

Common stock

   $ 717,390       $ 653,967       $ (2,362   $ 1,368,995         97.0   

Preferred stock

     23,690         18,301         (378     41,613         3.0   
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

 

Total

   $ 741,080       $ 672,268       $ (2,740   $ 1,410,608         100.0   
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

 

December 31, 2012

             

Common stock

   $ 660,889       $ 383,634       $ (6,739   $ 1,037,784         96.5   

Preferred stock

     27,690         9,995         (30     37,655         3.5   
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

 

Total

   $ 688,579       $ 393,629       $ (6,769   $ 1,075,439         100.0   
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

 

Investment Real Estate—We invest in commercial real estate where positive cash flows and/or appreciation in value is expected. Real estate may be owned directly by our insurance companies or non-insurance affiliates or indirectly in joint ventures with real estate developers or investors we determine share our perspective regarding risk and return relationships. The carrying value of real estate is stated at cost, less accumulated depreciation and valuation allowances, if any. Depreciation is provided over the estimated useful lives of the properties.

Short-Term Investments—Short-term investments are primarily commercial paper rated A2/P2 or better by Standard & Poor’s and Moody’s, respectively. The amount fluctuates depending on the available long-term investment opportunities and our liquidity needs, including mortgage investment-funding commitments.

Policy Loans—For certain life insurance products, policyholders may borrow funds using the policy’s cash value as collateral. The maximum amount of the policy loan depends upon the policy’s surrender value and the number of years since policy origination. As of December 31, 2013, we had $397.4 million in policy loans with a loan to surrender value of 67.9%, and at December 31, 2012, we had $395.3 million in policy loans with a loan to surrender value of 59.5%. Interest rates on policy loans primarily range from 3.0% to 12.0% per annum. Policy loans may be repaid at any time by the policyholder and have priority to any claims on the policy. If the policyholder fails to repay the policy loan, funds are withdrawn from the policy’s benefits.

 

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Net Investment Income and Realized Gains (Losses)

Net investment income increased $31.4 million and $17.2 million during 2013 and 2012, respectively, primarily due to increases in net investment income from options and mortgage loans. Net investment income from options increased $64.4 million during 2013 and $21.7 million during 2012 primarily due to increases in the underlying equity markets. Net investment income from mortgage loans increased $16.7 million and $7.0 million during 2013 and 2012, respectively, primarily due to increases in mortgage loan investments. These increases were offset by a decrease in net investment income from bonds as bonds with lower interest yields made up a larger percentage of our portfolio as older bonds, which were purchased when interest rates were higher, matured.

Interest income on mortgage loans is accrued on the principal amount of the loan based on the contractual interest rate. Accretion of discounts is recorded using the effective yield method. Interest income, accretion of discounts and prepayment fees are reported in net investment income. Interest is not accrued on loans generally more than 90 days past due or when the collection of interest is not considered probable. Loans in foreclosure are placed on non-accrual status. Interest received on non-accrual status mortgage loans is included in net investment income in the period received.

Realized gains increased $33.4 million during 2013 compared to 2012 primarily as a result of realized gains on sales of investment real estate. Realized gains decreased $9.6 million during 2012 compared to 2011 primarily due to a decrease in realized gains from sales of equity securities. Other-than-temporary impairment on investment securities decreased $17.9 million during 2013 compared to 2012 and increased $13.0 million during 2012 compared to 2011 primarily due to the $12.7 million bond impairment during 2012.

Net Unrealized Gains and Losses

The net unrealized gains on available-for-sale securities at December 31, 2013 and 2012 were $812.8 and $736.0 million, respectively. Unrealized gains or losses on available-for-sale securities have no impact on earnings. Rather, they are recognized as other comprehensive income or loss, which directly impacts equity. The gross unrealized gains of available-for-sale securities increased $127.1 million to $884.5 million during 2013 primarily resulting from increases in the value of equity securities. The gross unrealized losses of available-for-sale securities increased to $71.6 million from $21.4 million. The increase in gross unrealized losses during 2013 is primarily attributable to corporate debt securities and the impact changes in interest rates have on fixed income securities.

The gross unrealized gains of held-to-maturity securities decreased $387.7 million to $451.8 million and gross unrealized losses increased from $8.0 million in 2012 to $120.1 million in 2013, which was primarily attributable to corporate debt securities and the impact changes in interest rates have on fixed income securities.

The fair value of our investment securities is affected by various factors, including volatility of financial markets, changes in interest rates and fluctuations in credit spread. We have the ability and intent to hold those securities in unrealized loss positions, until a market price recovery or maturity. Further, it is unlikely that we will be required to sell them prior to recovery, and recovery is expected in a reasonable period of time.

Liquidity

Our liquidity requirements have been and are expected to continue to be met by funds from operations, comprised of premiums received from our customers and investment income. The primary use of cash has been and is expected to continue to be payment of policyholder benefits and claims incurred. Current and expected patterns of claim frequency and severity may change from period to period but continue to be within historical norms. Management considers our current liquidity position to be sufficient to meet anticipated demands over the next twelve months. Our contractual obligations are not expected to have a significant negative impact to cash flow from operations.

 

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Changes in interest rates during 2013 and market expectations for potentially higher rates through 2014 will likely lead to increases in the volume of annuity contracts, which may be partially offset by increases in surrenders. Freezing our defined benefit pension plans will lessen the impact of changes in interest rates on our contributions to these plans and future contributions to our defined benefit plans may be smaller than historical contributions. A portion of the contributions will be used for the employer matching contributions to defined contribution retirement plans, which will provide employees with the potential to accumulate assets for retirement. There are no other known trends or uncertainties regarding product pricing, changes in product lines or rising costs, which would have a significant impact to cash flows from operations. Additionally, we have paid dividends to stockholders for over 100 consecutive years and expect to continue this trend. No unusually large capital expenditures are expected in the next 12-24 months.

To ensure we will be able to continue to pay future commitments, the funds received as premium payments and deposits are invested in bonds and commercial mortgages. Funds are invested with the intent that income from the investments and proceeds from the maturities will meet our ongoing cash flow needs. We historically have not had to liquidate invested assets in order to cover cash flow needs. We believe our portfolio of highly liquid available-for-sale investment securities including equity securities is sufficient to meet future liquidity needs as necessary.

Our cash and cash equivalents and short-term investment position was $613.3 million compared to $616.1 million at December 31, 2013 and 2012, respectively. The slight decrease relates primarily to a reduction in cash and cash equivalents.

A downgrade or a potential downgrade in our financial strength ratings could result in a loss of business and could adversely affect our cash flow from operations. See Item 1A, Risk Factors, for additional details.

Further information regarding additional sources or uses of cash is described in Note 19, Commitments and Contingencies, of the Notes to the Consolidated Financial Statements.

Capital Resources

Our capital resources are summarized below (in thousands):

 

     December 31,  
     2013      2012      2011  

American National stockholders’ equity, excluding accumulated other comprehensive income (loss), net of tax (“AOCI”)

   $ 3,776,862       $ 3,585,826       $ 3,477,888   

AOCI

     413,712         242,010         159,403   
  

 

 

    

 

 

    

 

 

 

Total American National stockholders’ equity

   $ 4,190,574       $ 3,827,836       $ 3,637,291   
  

 

 

    

 

 

    

 

 

 

We have notes payable relating to borrowings by real estate joint ventures that we consolidate into our financial statements that are not part of our capital resources. During 2012, one real estate joint venture, which the company consolidates, borrowed $100.0 million from a third party using the real estate owned by the joint venture as collateral. The debt service on the ten year loan is intended to be met by the earnings and cash flow of the joint venture. The lenders for the notes payable have no recourse against us in the event of default by the joint ventures. Therefore, the liability we have for these notes payable is limited to our investment in the respective ventures, which totaled $12.8 million and $18.1 million at December 31, 2013 and 2012, respectively.

 

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The changes in our capital resources are summarized below (in thousands):

 

     December 31,  
     2013     2012  

Net income

   $ 268,372      $ 191,041   

Increase in net unrealized gains

     87,095        96,005   

Defined benefit pension plan adjustment

     85,119        (13,518

Dividends to shareholders

     (82,831     (82,660

Other

     4,984        (323
  

 

 

   

 

 

 

Total

   $ 362,739      $ 190,545   
  

 

 

   

 

 

 

During 2013, our capital resources increased substantially compared to 2012 primarily due to higher earnings, increases in unrealized gains from our equity investment portfolio partially offset by lower unrealized gains from the effect of interest rates on our fixed income investments and the defined benefit pension plan adjustment. The pension plan adjustment is attributable to a lower liability measurement due to increases in the discount rate and plan amendments.

Statutory Capital and Surplus and Risk-based Capital

Statutory capital and surplus is the capital of our insurance companies reported in accordance with accounting practices prescribed or permitted by the applicable state insurance departments. RBC is a measure of an insurer’s solvency calculated using formulas and instructions from the NAIC. State laws specify regulatory actions if an insurer’s ratio of statutory capital and surplus to RBC, falls below certain levels. The RBC formula for life companies establishes capital requirements for asset, interest rate, market, insurance and business risks. The RBC formula for property and casualty companies establishes capital requirements for asset and underwriting risks including reserve risk.

The achievement of long-term growth will require growth in American National Insurance Company’s and our insurance subsidiaries’ statutory capital and surplus. Our subsidiaries may obtain additional statutory capital through various sources, such as retained statutory earnings or equity contributions from us. As of December 31, 2013, the levels of our and our insurance subsidiaries’ capital and surplus exceeded the minimum RBC requirements.

Contractual Obligations

The following summarizes our contractual obligations as of December 31, 2013 (in thousands):

 

     Payments Due by Period  
            Less than                   More than  
     Total      1 year     1-3 years      3-5 years      5 years  

Life insurance obligations(1)

   $ 5,358,661       $ (14,075   $ 83,452       $ 229,893       $ 5,059,391   

Annuity obligations(1)

     12,711,124         1,675,625        3,692,491         2,238,879         5,104,129   

Property and casualty insurance obligations(2)

     856,072         388,262        317,198         106,516         44,096   

Accident and health insurance obligations(3)

     274,256         156,807        36,693         18,559         62,197   

Purchase obligations

             

Commitments to purchase and fund investments

     68,437         49,961        18,320         78         78   

Mortgage loan commitments

     445,336         359,056        86,280         —           —     

Operating leases

     1,471         513        724         181         53   

Defined benefit pension plans(4)

     126,039         10,249        23,297         19,506         72,987   

Notes payable(5)

     113,849         3,199        9,375            101,275   
  

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Total

   $ 19,955,245       $ 2,629,597      $ 4,267,830       $ 2,613,612       $ 10,444,206   
  

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

 

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(1) Life and annuity obligations include undiscounted estimated claim, benefit, surrender and commission obligations offset by expected future premiums and deposits on in-force insurance policies and annuity contracts. All amounts are gross of any reinsurance recoverable. Estimated claim, benefit and surrender obligations are based on mortality and lapse assumptions comparable with historical experience. Estimated payments on interest-sensitive life and annuity obligations include interest credited to those products. The interest crediting rates are derived by deducting current product spreads from a constant investment yield. As a result, the estimated obligations for insurance liabilities included in the table exceed the liabilities recorded in the liability for future policy benefits and policy and contract claims. Due to the significance of the assumptions used, the amounts presented could materially differ from actual payments. Separate account obligations have not been included in the table since those obligations are not part of the general account obligations and will be funded by cash flows from separate account assets. The general account obligations for insurance liabilities will be funded by cash flows from general account assets and future premiums and deposits. Participating policyholder dividends payable consists of liabilities related to dividends payable in the following calendar year and are presented in the less than one-year category. All estimated cash payments are net of estimated future premiums on policies currently in-force net of future policyholder dividends payable. The participating policyholder share obligation included in other policyholder funds and the timing and amount of the ultimate participating policyholder obligation is subject to significant uncertainty and the amount of the participating policyholder obligation is based upon a long-term projection of the performance of the participating policy block.
(2) Includes case reserves for reported claims and reserves for IBNR with the timing of future payments based on our historical payment patterns. The timing of these payments may vary significantly from the pattern shown in the preceding table. The ultimate losses may vary materially from the recorded amounts, which are our best estimates.
(3) Reflects estimated future claim payments for claims incurred based on mortality and morbidity assumptions that are consistent with historical claims experience. These are not discounted with interest and will exceed the liabilities recorded in reserves for future claim payment, which are discounted with interest. Due to the significance of the assumptions used, the amounts presented could materially differ from actual payments. Effective December 31, 2013, amounts are presented before reinsurance as management believes this provides a better representation of the Company’s cash requirements.
(4) Estimated payments through continuing operations for pension benefit obligations for the non-qualified defined benefit pension plan. A liability has been established for the full amount of benefits accrued.
(5) The estimated payments due by period for notes payable reflect the contractual maturities of principal for amounts borrowed by real estate joint ventures and collateralized by real-estate owned by the respective entity. American National’s liability is limited to its investment in the respective joint venture. See Note 6, Investment Real Estate, of the Notes to the Consolidated Financial Statements for additional details.

Off-Balance Sheet Arrangements

We have off-balance sheet arrangements relating to third-party marketing operation bank loans as discussed in Note 19, Commitments and Contingencies, of the Notes to the Consolidated Financial Statements. We could be exposed to a liability for these loans, which are supported by the cash value of the underlying insurance contracts. The cash value of the life insurance policies is designed to always equal or exceed the balance of the loans. Accordingly, management does not foresee any loss related to these arrangements.

Related-Party Transactions

We have various agency, consulting and service arrangements with individuals and corporations considered to be related parties. Each of these arrangements has been reviewed and approved by our Audit Committee, which retains final decision-making authority for these transactions. The amounts involved, both individually and in the aggregate, with these arrangements are not material to any segment or to our overall operations. For additional details see Note 20, Related Party Transactions, of the Notes to the Consolidated Financial Statements.

 

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ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Our investments and some of our products are subject to market risks associated with changes in interest rates, credit spreads, issuer defaults and equity prices or market indices. Adverse changes due to these market risks may occur due to changes in market liquidity or to changes in market perceptions of credit worthiness or risk tolerance among other factors.

We have a generally conservative management profile and emphasize prudent risk management throughout all our operations. Our enterprise risk management procedures help us to identify, prioritize and manage various risks including market risk. Under the leadership of our Board of Directors and Corporate Risk Officer, we have instituted a framework based on the principles of enterprise risk management to provide reasonable assurance regarding the achievement of our strategic objectives. Related activities include:

 

    identifying potential risks and events that may affect us;

 

    managing risks within our risk profile;

 

    escalation of risks and disclosure of any risk limit breaches along with the correction method if appropriate;

 

    tracking actual risk levels against predetermined thresholds; and

 

    monitoring of capital adequacy.

We expect ongoing enterprise risk management efforts will expand the management tools used to ensure an efficient allocation of capital and enhance the measurement of possible diversification benefits across business segments and risk classes.

A key component of our risk management program is our ALM Committee. The ALM Committee monitors the level of our risk exposure in managing our assets and liabilities to attain the desired risk-return profile for our diverse mix of assets and liabilities and their resultant cash flows. This process includes maintaining adequate reserves, monitoring claims and surrender experience, managing interest rate spreads, evaluation of alternate investment strategies and protecting against disintermediation risk for life insurance and annuity products.

As a part of the ALM process, we establish target asset portfolios for each major line of business, which represent the investment strategies used to profitably fund our liabilities within acceptable levels of risk. We monitor these strategies through regular review of portfolio metrics, such as effective duration, yield curve sensitivity, convexity, liquidity, asset sector concentration and credit quality. In executing these ALM strategies, we regularly reevaluate the estimates used in determining the approximate amounts and timing of payments to or on behalf of policyholders for insurance liabilities. Many of these estimates are inherently subjective and could impact our ability to achieve our ALM goals and objectives. Our Finance Committee also reviews the risks associated with evaluation of alternate investment strategies and the specific investments made to support our lines of business and for consistency with our overall investment strategy.

Interest Rate Risk

Interest rate risk is the risk that the value of our interest sensitive assets or liabilities will change with changes in market interest rates. The fair market value of fixed maturity securities is inversely related to changes in market interest rates. As interest rates fall, the cash flow from the interest coupon and dividend streams of existing fixed rate investments become more valuable as market values of fixed maturity securities rise. As interest rates rise, the inverse occurs and the market value of fixed maturity securities falls.

 

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The carrying values of our investment in fixed maturity securities, which comprise 67.5% of our portfolio, are summarized below (in thousands):

 

     December 31,  
     2013      2012  
     Amount      Percent      Amount      Percent  

Bonds held-to-maturity

   $ 8,491,347         64.9       $ 9,009,282         65.9   

Bonds available-for-sale

     4,599,673         35.1         4,665,576         34.1   

Net unrealized gains on available-for-sale bonds

     143,282         3.1         349,109         7.5   

The decrease in the unrealized gain on available-for-sale bonds was primarily the result of the change in the mix of our bond portfolio as bonds purchased with higher interest rates matured and were replaced with bonds with lower rates. Information regarding our unrealized gains or losses is disclosed in Note 4, Investments in Securities, of the Notes to the Consolidated Financial Statements. Our exposure to cash flow changes is discussed further in the Liquidity and Capital Resources section of the MD&A.

Our mortgage loans also have interest rate risk. As of December 31, 2013, these mortgage loans have fixed rates ranging from 4.3% to 10.0%. Most of the mortgage loan contracts require periodic payments of both principal and interest, and have amortization periods of three to 30 years. Many of our mortgage loans contain prepayment restrictions or fees or both that reduce the risk of payment before maturity or compensate us for all or a portion of the investment income lost through early payment of the loan principal.

Rising interest rates can cause increases in policy loans associated with life insurance policies and surrenders relating to life insurance or annuities. Policyholders may move their assets into new products offering higher rates if there were sudden or significant changes in interest rates. Our life insurance and annuity product designs reduce the financial impact of early surrenders through the use of restriction on withdrawal, surrender charges and market value adjustment features. ALM guidelines, including duration targets and asset allocation tolerances, help ensure this risk is managed within the constraints of established profitability criteria. Consistent monitoring of and periodic changes to our product pricing help us to better match the duration of assets and liabilities. We may have to sell assets earlier than anticipated to pay for these withdrawals.

Falling interest rates can have an adverse impact on our investment products, such as our fixed deferred annuity business. We aim to manage interest margin, which is the difference between yields on investments supporting our liabilities and amounts credited to policyholder account balances. As investment portfolio yields decline, we can reduce crediting rates on products, to a limit defined by contractual minimum guarantees. Due to these contractual minimums, declines in interest rates can ultimately impact the profitability of this business. As of December 31, 2013, of our $9.0 billion deferred annuities, $108.0 million have guaranteed minimum rates greater than or equal to 3.5% with no guarantees greater than 4.5%.

The profitability of some of our products could be adversely affected by declining or persistently low interest rates. Assuming investment yields remain at 2013 levels, the impact of investing in that lower interest rate environment could reduce investment spreads by $1.0 million in 2014, $4.0 million in 2015 and $9.0 million in 2016. In projecting this impact, we modeled projected crediting rates, considering interest spread targets and crediting rate floors.

 

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Interest Rate sensitivity analysis: The table below shows the estimated change in pre-tax market values of our investments in fixed maturity securities caused by instantaneous, one time parallel shifts in the corresponding year-end U.S. Treasury yield curves of +/- 100bps and +/- 50bps (in thousands):

 

     Increase/(Decrease) in Market Value Given an Interest rate  
     Increase/(Decrease) of X Basis Points  
     (100)      (50)      50     100  

December 31, 2013

   $ 650,684       $ 321,498       $ (311,440   $ (614,049

December 31, 2012

     620,682         306,906         (301,394     (597,679

These calculations hold all other variables influencing the values of fixed maturity securities constant and would not fully reflect any prepayment to the portfolio, changes in corporate spreads or non-parallel changes in interest rates for different maturities or credit quality. Actual results may differ materially from these amounts due to the assumptions and estimates used in calculating the scenarios.

Credit Risk

We are exposed to credit risk, which is the uncertainty that a counterparty will honor its obligation under the terms of a security, loan or contract including reinsurance agreements. To help manage credit risk, we have an Investment Plan approved by our Board of Directors. This plan provides issuer and geographic concentration limits, investment size limits and other applicable parameters such as mortgage loan-to-value guidelines. Investment activity, including the setting of investment policies and defining acceptable risk levels, is subject to review by our Finance Committee and Management Risk Committee.

We are also exposed to the risk created by changes in market prices and cash flows associated with fluctuations in the credit spread or the market’s perception of the relative risk and reward to hold fixed maturity securities of borrowers with different credit characteristics or credit ratings. Credit spread widening will reduce the fair value of our existing investment portfolio and will increase investment income on new purchases. Credit spread tightening would have the opposite effect. Information regarding the credit quality of our fixed maturity securities can be found in the Investments section of the MD&A.

We are subject to credit risk associated with our reinsurance agreements. While we believe our reinsurers are reputable and have the financial strength to meet their obligations to us, reinsurance does not eliminate our liability to pay our policyholders, and we remain primarily liable to our policyholders for the risks we insure. We regularly monitor the financial strength of our reinsurers and the levels of concentration to individual reinsurers to verify they meet established thresholds.

Equity Risk

Equity risk is the risk that we will incur realized or unrealized losses due to changes in the overall equity investment markets or specific investments within our portfolio. At December 31, 2013, we held approximately $1.4 billion of equity investments, which are subject to equity risk. Our exposure to the equity markets is managed by sector and individual security and is intended to track the Standard & Poor’s 500 Index (“S&P 500”) with minor variations. We mitigate our equity risk by diversification of the investment portfolio.

We also have equity risk associated with the equity-indexed life and annuity products we market. We have entered into derivative transactions, primarily over-the-counter equity call options, to hedge our exposure to equity-index changes.

Changes in Accounting Principles

Refer to Note 3, Recently Issued Accounting Pronouncements, of the Notes to the Consolidated Financial Statements for a discussion of recently issued accounting pronouncements not yet adopted.

 

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Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Index to Annual Consolidated Financial Statements

 

Report of Independent Registered Public Accounting Firm

     64   

Report of Independent Registered Public Accounting Firm on Internal Control

     65   

Consolidated Statements of Financial Position as of December 31, 2013 and 2012

     66   

Consolidated Statements of Operations for the years ended December 31, 2013, 2012, and 2011

     67   

Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, 2013, 2012, and 2011

     68   

Consolidated Statements of Changes in Stockholders’ Equity for the years ended December 31, 2013, 2012, and 2011

     68   

Consolidated Statements of Cash Flows for the years ended December 31, 2013, 2012, and 2011

     69   

Notes to the Consolidated Financial Statements

     70   

 

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Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders

American National Insurance Company:

We have audited the accompanying consolidated statements of financial position of American National Insurance Company and subsidiaries (the Company) as of December 31, 2013 and 2012, and the related consolidated statements of operations, comprehensive income (loss), changes in stockholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2013. In connection with our audits of the consolidated financial statements, we also have audited financial statement schedules I to V. These consolidated financial statements and financial statement schedules are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements and financial statement schedules based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). 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 consolidated financial statements referred to above present fairly, in all material respects, the financial position of American National Insurance Company and subsidiaries as of December 31, 2013 and 2012, and the results of their operations and their cash flows for each of the years in the three-year period ended December 31, 2013, in conformity with U.S. generally accepted accounting principles. Also in our opinion, the related financial statement schedules, when considered in relation to the basic consolidated financial statements taken as a whole, present fairly, in all material respects, the information set forth therein.

As discussed in note 10 to the consolidated financial statements, the Company adopted Financial Accounting Standards Board Accounting Standards Update 2010-26, Accounting for Costs Associated with Acquiring or Renewing Insurance Contracts, effective January 1, 2012, and applied the retrospective method of adoption to all period periods presented in the consolidated financial statements.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the Company’s internal control over financial reporting as of December 31, 2013, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), and our report dated February 28, 2014 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

/s/ KPMG LLP

Houston, Texas

February 28, 2014

 

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Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders

American National Insurance Company:

We have audited American National Insurance Company’s (the Company) internal control over financial reporting as of December 31, 2013, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Managements’ Annual Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, American National Insurance Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2013, based on criteria established in Internal Control – Integrated Framework issued by the COSO.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated statements of financial position of American National Insurance Company and subsidiaries as of December 31, 2013 and 2012, and the related consolidated statements of operations, comprehensive income (loss), changes in stockholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2013, and our report dated February 28, 2014 expressed an unqualified opinion on those consolidated financial statements.

/s/ KPMG LLP

Houston, Texas

February 28, 2014

 

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AMERICAN NATIONAL INSURANCE COMPANY

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(In thousands, except for share and per share data)

 

    December 31,  
    2013     2012  

ASSETS

   

Fixed maturity, bonds held-to-maturity, at amortized cost (Fair Value $8,823,068 and $9,840,751)

  $ 8,491,347      $ 9,009,282   

Fixed maturity, bonds available-for-sale, at fair value (Amortized cost $4,456,391 and $4,316,467)

    4,599,673        4,665,576   

Equity securities, at fair value (Cost $741,080 and $688,579)

    1,410,608        1,075,439   

Mortgage loans on real estate, net of allowance

    3,299,242        3,143,011   

Policy loans

    397,407        395,333   

Investment real estate, net of accumulated depreciation of $211,575 and $223,462

    507,142        511,233   

Short-term investments

    495,386        313,086   

Other invested assets

    201,442        125,104   
 

 

 

   

 

 

 

Total investments

    19,402,247        19,238,064   
 

 

 

   

 

 

 

Cash and cash equivalents

    117,946        303,008   

Investments in unconsolidated affiliates

    341,012        248,425   

Accrued investment income

    194,830        207,314   

Reinsurance recoverables

    414,743        418,743   

Prepaid reinsurance premiums

    57,869        56,826   

Premiums due and other receivables

    279,929        283,446   

Deferred policy acquisition costs

    1,277,733        1,247,675   

Property and equipment, net

    107,070        92,695   

Current tax receivable

    18,507        14,578   

Other assets

    142,043        154,911   

Separate account assets

    970,954        841,389   
 

 

 

   

 

 

 

Total assets

  $ 23,324,883      $ 23,107,074   
 

 

 

   

 

 

 

LIABILITIES

   

Future policy benefits

   

Life

  $ 2,677,213      $ 2,650,822   

Annuity

    903,437        811,192   

Accident and health

    71,941        69,962   

Policyholders’ account balances

    11,181,650        11,555,201   

Policy and contract claims

    1,297,646        1,340,366   

Unearned premium reserve

    739,878        757,532   

Other policyholder funds

    326,885        288,391   

Liability for retirement benefits

    160,853        265,317   

Notes payable

    113,849        163,384   

Deferred tax liabilities, net

    220,428        92,150   

Other liabilities

    456,818        432,041   

Separate account liabilities

    970,954        841,389   
 

 

 

   

 

 

 

Total liabilities

    19,121,552        19,267,747   
 

 

 

   

 

 

 

STOCKHOLDERS’ EQUITY

   

Common stock, $1.00 par value,—Authorized 50,000,000 Issued 30,832,449 and 30,832,449, Outstanding 26,895,188 and 26,836,664 shares

    30,832        30,832   

Additional paid-in capital

    4,650        —     

Accumulated other comprehensive income

    413,712        242,010   

Retained earnings

    3,838,821        3,653,280   

Treasury stock, at cost

    (97,441     (98,286
 

 

 

   

 

 

 

Total American National stockholders’ equity

    4,190,574        3,827,836   

Noncontrolling interest

    12,757        11,491   
 

 

 

   

 

 

 

Total stockholders’ equity

    4,203,331        3,839,327   
 

 

 

   

 

 

 

Total liabilities and stockholders’ equity

  $ 23,324,883      $ 23,107,074   
 

 

 

   

 

 

 

See accompanying notes to the consolidated financial statements.

 

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AMERICAN NATIONAL INSURANCE COMPANY

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except for share and per share data)

 

    Years ended December 31,  
    2013     2012     2011  

PREMIUMS AND OTHER REVENUE

     

Premiums

     

Life

  $ 293,173      $ 281,621      $ 277,724   

Annuity

    155,162        116,393        94,753   

Accident and health

    212,931        223,773        231,793   

Property and casualty

    1,074,260        1,082,386        1,144,342   

Other policy revenues

    210,224        198,401        189,494   

Net investment income

    1,016,810        985,398        968,165   

Realized investment gains (losses)

    124,144        90,725        100,369   

Other-than-temporary impairments

    (4,591     (22,517     (9,503

Other income

    37,097        30,880        25,890   
 

 

 

   

 

 

   

 

 

 

Total premiums and other revenues

    3,119,210        2,987,060        3,023,027   
 

 

 

   

 

 

   

 

 

 

BENEFITS, LOSSES AND EXPENSES

     

Policyholder benefits

     

Life

    345,566        340,003        344,328   

Annuity

    193,840        156,619        135,735   

Claims incurred

     

Accident and health

    139,762        155,825        159,289   

Property and casualty

    746,636        793,281        873,208   

Interest credited to policyholders’ account balances

    426,102        416,015        405,083   

Commissions for acquiring and servicing policies

    371,948        364,911        430,310   

Other operating expenses

    503,051        455,746        461,906   

Change in deferred policy acquisition costs

    29,835        32,915        (38,262
 

 

 

   

 

 

   

 

 

 

Total benefits, losses and expenses

    2,756,740        2,715,315        2,771,597   
 

 

 

   

 

 

   

 

 

 

Income (loss) before federal income tax and equity in earnings/losses of unconsolidated affiliates

    362,470        271,745        251,430   
 

 

 

   

 

 

   

 

 

 

Less: Provision (benefit) for federal income taxes

     

Current

    64,928        52,135        46,712   

Deferred

    34,713        23,447        13,266   
 

 

 

   

 

 

   

 

 

 

Total provision (benefit) for federal income taxes

    99,641        75,582        59,978   

Equity in earnings (losses) of unconsolidated affiliates, net of tax

    9,476        (3,905     351   
 

 

 

   

 

 

   

 

 

 

Net income (loss)

    272,305        192,258        191,803   

Less: Net income (loss) attributable to noncontrolling interest, net of tax

    3,933        1,217        1,038   
 

 

 

   

 

 

   

 

 

 

Net income (loss) attributable to American National

  $ 268,372      $ 191,041      $ 190,765   
 

 

 

   

 

 

   

 

 

 

Amounts available to American National common stockholders

     

Earnings per share

     

Basic

  $ 10.02      $ 7.15      $ 7.18   

Diluted

    9.97        7.11        7.14   

Cash dividends to common stockholders

    3.08        3.08        3.08   

Weighted average common shares outstanding

    26,791,900        26,714,865        26,559,886   

Weighted average common shares outstanding and dilutive potential common shares

    26,914,591        26,863,674        26,713,218   

See accompanying notes to the consolidated financial statements.

 

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AMERICAN NATIONAL INSURANCE COMPANY

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(In thousands)

 

    Years ended December 31,  
    2013     2012     2011  

Net income (loss)

  $ 272,305      $ 192,258      $ 191,803   
 

 

 

   

 

 

   

 

 

 

Other comprehensive income (loss), net of tax

     

Change in net unrealized gain (loss) on securities

    87,095        96,005        (16,256

Foreign currency transaction and translation adjustments

    (512     120        (205

Defined pension benefit plan adjustment

    85,119        (13,518     (49,952
 

 

 

   

 

 

   

 

 

 

Other comprehensive income (loss), net of tax

    171,702        82,607        (66,413
 

 

 

   

 

 

   

 

 

 

Total comprehensive income (loss)

    444,007        274,865        125,390   

Less: Comprehensive income (loss) attributable to noncontrolling interest

    3,933        1,217        1,038   
 

 

 

   

 

 

   

 

 

 

Total comprehensive income (loss) attributable to American National

  $ 440,074      $ 273,648      $ 124,352   
 

 

 

   

 

 

   

 

 

 

AMERICAN NATIONAL INSURANCE COMPANY

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

(In thousands, except for per share data)

 

    Years ended December 31,  
    2013     2012     2011  

Common Stock

     

Balance at beginning and end of the period

  $ 30,832      $ 30,832      $ 30,832   
 

 

 

   

 

 

   

 

 

 

Additional Paid-In Capital

     

Balance as of January 1,

    —          —          15,190   

Reissuance of treasury shares

    3,025        (204     (4

Income tax effect from restricted stock arrangement

    80        (747     (14

Modification of restricted stock

    —          (7,327     —     

Amortization of restricted stock

    1,545        10,170        4,561   

Purchase of ownership interest from noncontrolling interest

    —          (1,892     (19,733
 

 

 

   

 

 

   

 

 

 

Balance at end of period

    4,650        —          —     
 

 

 

   

 

 

   

 

 

 

Accumulated Other Comprehensive Income (Loss)

     

Balance as of January 1,

    242,010        159,403        225,816   

Other comprehensive income (loss)

    171,702        82,607        (66,413
 

 

 

   

 

 

   

 

 

 

Balance at end of the period

    413,712        242,010        159,403   
 

 

 

   

 

 

   

 

 

 

Retained Earnings

     

Balance as of January 1,

    3,653,280        3,545,546        3,440,716   

Net income (loss) attributable to American National

    268,372        191,041        190,765   

Cash dividends to common stockholders

    (82,831     (82,660     (82,609

Purchase of ownership interest from noncontrolling interest

    —          —          (3,326

Modification of restricted stock

    —          (647     —     
 

 

 

   

 

 

   

 

 

 

Balance at end of the period

    3,838,821        3,653,280        3,545,546   
 

 

 

   

 

 

   

 

 

 

Treasury Stock

     

Balance as of January 1,

    (98,286     (98,490     (98,494

Reissuance of treasury shares

    845        204        4   
 

 

 

   

 

 

   

 

 

 

Balance at end of the period

    (97,441     (98,286     (98,490
 

 

 

   

 

 

   

 

 

 

Noncontrolling Interest

     

Balance as of January 1,

    11,491        12,947        4,042   

Contributions

    483        16        88   

Distributions

    (3,150     (2,988     (3,280

Gain (loss) attributable to noncontrolling interest

    3,933        1,217        1,038   

Purchase of ownership interest from noncontrolling interest

    —          299        11,059   
 

 

 

   

 

 

   

 

 

 

Balance at end of the period

    12,757        11,491        12,947   
 

 

 

   

 

 

   

 

 

 

Total Stockholders’ Equity

  $ 4,203,331      $ 3,839,327      $ 3,650,238   
 

 

 

   

 

 

   

 

 

 

See accompanying notes to the consolidated financial statements.

 

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AMERICAN NATIONAL INSURANCE COMPANY

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

 

    Years ended December 31,  
    2013     2012     2011  

OPERATING ACTIVITIES

     

Net income (loss)

  $ 272,305      $ 192,258      $ 191,803   

Adjustments to reconcile net income (loss) to net cash provided by operating activities

     

Realized investment (gains) losses

    (124,144     (90,725     (100,369

Other-than-temporary impairments

    4,591        22,517        9,503   

Accretion (amortization) of discounts, premiums and loan origination fees

    6,052        (1,528     5,010   

Net capitalized interest on policy loans and mortgage loans

    (28,060     (27,058     (30,517

Depreciation

    31,176        36,573        40,407   

Interest credited to policyholders’ account balances

    426,102        416,015        405,083   

Charges to policyholders’ account balances

    (210,224     (198,401     (189,494

Deferred federal income tax (benefit) expense

    34,713        23,447        13,266   

Equity in (earnings) losses of unconsolidated affiliates

    (9,476     3,905        (351

Distributions from equity method investments

    20,718        15,259        24,399   

Changes in

     

Policyholder liabilities

    96,435        62,272        134,966   

Deferred policy acquisition costs

    29,835        32,915        (38,262

Reinsurance recoverables

    4,000        (13,710     (49,845

Premiums due and other receivables

    3,517        (5,008     7,153   

Prepaid reinsurance premiums

    (1,043     11,959        6,757   

Accrued investment income

    12,484        6,670        (12,698

Current tax receivable/payable

    (3,929     2,572        (8,571

Liability for retirement benefits

    8,763        (13,082<