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AmerUs Group Reports Fourth Quarter Net Income of $40.8 million; 2003 Record Net Income of $161.1 million.


Business Editors

DES MOINES Des Moines, city, United States
Des Moines (dĭ moin`), city (1990 pop. 193,187), state capital and seat of Polk co., S central Iowa, at the junction of the Des Moines and Raccoon rivers; inc.
, Iowa--(BUSINESS WIRE)--Feb. 10, 2004

AmerUs Group Co. (NYSE NYSE

See: New York Stock Exchange
:AMH AMH Abington Memorial Hospital (Abington, PA)
AMH Anti-Müllerian Hormone
AMH Australian Medicines Handbook
AMH Automated Material Handling
AMH Aviation Structural Mechanic (Hydraulics) US Navy Rating
), a leading producer of life insurance and annuity annuity: see insurance.
annuity

Payment made at a fixed interval. A common example is the payment received by retirees from their pension plan. There are two main classes of annuities: annuities certain and contingent annuities.
 products, today reported fourth quarter 2003 net income of $40.8 million, or $1.02 per diluted di·lute  
tr.v. di·lut·ed, di·lut·ing, di·lutes
1. To make thinner or less concentrated by adding a liquid such as water.

2. To lessen the force, strength, purity, or brilliance of, especially by admixture.
 share, a significant increase over last year's reported results of $7.2 million, or $0.18 per diluted share. Net income for 2003 was $161.1 million, or $4.07 per diluted share, compared with $62.9 million, or $1.56 per diluted share reported in 2002.

Adjusted net operating income Operating Income

The profit realized from a business' own operations.

Notes:
This would not include income from things such as investments in other firms. Also referred to as operating profit or recurring profit.
 for the fourth quarter of 2003 was $38.4 million, or $0.96 per diluted share, compared with $36.1 million, or $0.92 per diluted share a year ago.(1)Adjusted net operating income for the year was $148.9 million, or $3.76 per diluted share compared to $144.5 million or $3.58 per diluted share in 2002. Commenting on the company's results, chairman and chief executive officer Roger K. Brooks Brooks   , Gwendolyn Elizabeth 1917-2000.

American poet known for her verse detailing the dreams and struggles of African Americans. An early volume of poems, Annie Allen (1949), was awarded a Pulitzer Prize.

Noun 1.
 said, "2003 was a great year for us. I'm I'm  

Contraction of I am.

Our Living Language Speakers of some scattered varieties of American English sometimes use I'm instead of I've or I have in present perfect constructions, as in
 particularly pleased with our record net income, our strong capital base, the proven quality of our investment portfolio and the market's receptivity receptivity,
n the state of being open to the action of a drug or homeopathic remedy. See also reactivity.
 to our new products."

Accumulation Accumulation

1) In the context of individual investing, it is the process of contributing cash to invest in securities over a period of time in order to build a portfolio of desired value. Dividends and capital gains are also reinvested during this process.
 Product Results and Sales (2)

Pre-tax pre-tax adjanterior al impuesto

pre-tax adjavant impôt(s)

pre-tax adjal lordo d'imposta 
 operating income for the accumulation segment increased nearly 24 percent to $36.9 million during the fourth quarter of 2003 compared to $29.9 million a year ago. The increase was due to higher margins on the growing block of equity-index annuities and lower expenses. 2003 pre-tax operating income increased 8 percent to $130.9 million compared to $120.7 million for 2002.

Sales of fixed annuity Fixed Annuity

An insurance contract in which the insurance company makes fixed dollar payments to the annuitant for the term of the contract, usually until the annuitant dies. The insurance company guarantees both earnings and principal.
 products for the quarter were $414 million, compared to $514 million in the fourth quarter of last year. Fixed annuity sales in 2003 were $1.8 billion, in line with prior year results. Equity-index annuities, the company's most profitable annuity product, comprised 75 percent of 2003 sales.

Protection Product Results and Sales (2)

Pre-tax operating income for the protection segment was $32.7 million compared to $34.3 million during the fourth quarter of 2002. The decrease in earnings was due to lower margins on the closed block as the planned glide path earnings decreased and to lower net investment income. In 2003, pre-tax operating income was $128.3 million compared to $129.7 million for 2002.

Fourth quarter fixed life sales were $30.1 million, compared to $33.6 million in the fourth quarter of 2002. 2003 fixed life sales were $118.6 million, compared to $129.7 million in 2002. "Sales of our protection products rebounded nicely in the fourth quarter with an increase of 13 percent over the third quarter," said Brooks.

Equity-index life sales, AmerUs Group's most profitable protection product, amounted to 44 percent of total sales, or $51.6 million in 2003, an increase of 13 percent over 2002.

Net Investment Income

Net investment income was $251 million in the fourth quarter of 2003 compared to $253 million in the fourth quarter of 2002. The decrease was a result of the low interest rate environment. The portfolio yield during the fourth quarter of 2003 was 5.72 percent, compared to 6.19 percent in the fourth quarter of 2002. Annual portfolio yields were 5.84 percent, compared to 6.38 percent in 2002.

Corporate Actions

During the quarter, the company paid its annual dividend of $0.40 per share on December December: see month.  15, 2003 to shareholders of record on November November: see month.  28, 2003.

Additionally, the company will hold its annual investor conference in New York City New York City: see New York, city.
New York City

City (pop., 2000: 8,008,278), southeastern New York, at the mouth of the Hudson River. The largest city in the U.S.
 on February February: see month.  25, 2004 at the Inter-Continental The Barclay Barclay may refer to:
  • Barclay, Maryland, a US town
  • Barclay Records, a French label
  • Barclay (cigarette)
  • Andrew Barclay & Sons Co., a Scottish locomotive builder
  • Barclay College, in Kansas, US
  • Barclay (surname), people with the surname Barclay
 New York New York, state, United States
New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of
, 111 East 48th Street (at Lexington Lexington.

1 City (1990 pop. 225,366), seat of Fayette co., N central Ky., in the heart of the bluegrass region; inc. 1832, made coextensive with Fayette co. 1974.
 Avenue). Investors and other interested parties who wish to attend should contact the company's investor relations Investor relations

The process by which the corporation communicates with its investors.
 department at (515) 362-3695.

AmerUs Group will hold its annual meeting of shareholders at its corporate headquarters on May 13, 2004, at 2 p.m. CDT CDT
abbr.
Central Daylight Time


CDT Central Daylight Time

CDT n abbr (US) (= Central Daylight Time) → hora de verano del centro;
(BRIT
. Individuals interested in attending the meeting should contact the company's corporate secretary's office at (515) 362-3695.

Conference Call, Audio Replay and Additional Financial Information

Interested parties may listen to a conference call with AmerUs Group's management discussing fourth quarter 2003 results by calling (toll free) 888-810-4235 (international 706-679-5686) at 11 a.m. EST EST electroshock therapy.

EST
abbr.
electroshock therapy
 on Wednesday Wednesday: see week. , February 11, 2004. An audio replay of AmerUs Group's call will be available at 1 p.m. EST P.M. also p.m. or p.m.
abbr.
post meridiem

Usage Note: By definition, 12 a.m.
, February 11, 2004, through February 18, 2004. The replay can be accessed by dialing 800-839-0860 (international: 402-220-1490), Conference ID 1005.

Further detailed financial information, including operating segment income, investment composition, operating expenses Operating expenses

The amount paid for asset maintenance or the cost of doing business, excluding depreciation. Earnings are distributed after operating expenses are deducted.
, margin analysis and product distribution by channel, can be found in AmerUs Group's Financial Supplement, which is available by accessing the company's web site at www.amerus.com or by contacting the company's investor relations department at (515) 362-3695.

Caution Regarding Forward-Looking Statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.


This press release contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and  of 1995. Forward-looking statements are not based on historical information and relate to future operations, strategies, financial results or other developments. Additionally, forward-looking statements are subject to assumptions, risks and uncertainties. Statements such as "guidance," "expect," "anticipate," "believe," "goal," "objective," "target," "may," "should," "estimate," "projects," or similar words as well as specific projections of future results qualify as forward-looking statements. Factors that may cause our actual results to differ materially from those contemplated by these forward-looking statements can be found in the company's 10-K, filed with the Securities and Exchange Commission. Forward-looking statements speak only as of the date the statement was made and AmerUs Group undertakes no obligation to update such forward-looking statements. There can be no assurance that other factors not currently anticipated by the company will not materially and adversely affect our results of operations. Investors are cautioned not to place undue reliance on any forward-looking statements made by us or on our behalf.

AmerUs Group Co. is located in Des Moines, Iowa “Des Moines” redirects here. For other uses, see Des Moines (disambiguation).
Des Moines (pronounced /dɪˈmɔɪn/ in English,
, and is engaged through its subsidiaries in the business of marketing individual life insurance and annuity products in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. . Its major subsidiaries include: AmerUs Life Insurance Company, American American, river, 30 mi (48 km) long, rising in N central Calif. in the Sierra Nevada and flowing SW into the Sacramento River at Sacramento. The discovery of gold at Sutter's Mill (see Sutter, John Augustus) along the river in 1848 led to the California gold rush of  Investors Life Insurance Company, Inc., Bankers Life Insurance Company of New York, and Indianapolis Indianapolis (ĭn'dēənă`pəlĭs), city (1990 pop. 731,327), state capital and seat of Marion co., central Ind., on the White River; selected 1820 as the site of the state capital (which was moved there in 1825), inc. 1847.  Life Insurance Company.

As of December 31, 2003, AmerUs Group's total assets were $21.5 billion and shareholders' equity Shareholders' Equity

A firms' total assets minus its total liabilities. Equivalently, it is share capital plus retained earnings minus treasury shares. Shareholders' equity is the amount by which a company is financed through common and preferred shares.
 totaled $1.4 billion, including accumulated other comprehensive income In 1997 the Financial Accounting Standards Board issued a Statement on Financial Accounting Standards entitled “Comprehensive Income”. This statement required all income statement items to be reported either as a regular item in the income statement and or a special item as .

(1) The company views adjusted net operating income, a non-GAAP financial measure, as an important indicator Indicator

Anything used to predict future financial or economic trends.

Notes:
In the context of technical analysis, an indicator is a mathematical calculation based on a securities price and/or volume. The result is used to predict future prices.
 of financial performance. When presented with net income, the combined presentation can enhance an investor's understanding of AmerUs Group's underlying profitability and normalized results from operations. The definition of adjusted net operating earnings Operating Earnings

Profits after subtracting expenses such as marketing, cost of goods sold, administration and general operating costs from revenue.

Notes:
Tax and interest expenses are not subtracted - operating earnings are synonymous with EBIT (earnings before
, as presented in this press release, excludes the following items on an after-tax basis After-tax basis

The comparison basis used to analyze the net after-tax returns on a corporate taxable bond and a municipal tax-free bond.
 from net income: open block realized gains Realized Gain

A gain resulting from selling an asset at a price higher than the original purchase price.

Notes:
There may be tax consequences for a realized profit.
 and losses, deferred policy acquisition costs associated with open block realized gains and losses, non-insurance operations, demutualization Demutualization

The process of changing corporate structure from a mutual fund company to some other form, such as a limited liability or corporation.

Notes:
This means mutual/life insurance companies convert from policyholder companies to stock companies.
 and restructuring restructuring - The transformation from one representation form to another at the same relative abstraction level, while preserving the subject system's external behaviour (functionality and semantics).  costs, non-recurring reinsurance The contract made between an insurance company and a third party to protect the insurance company from losses. The contract provides for the third party to pay for the loss sustained by the insurance company when the company makes a payment on the original contract.  adjustments, the impact of SFAS SFAS Statement of Financial Accounting Standards
SFAS Special Forces Assessment and Selection
SFAS Student Financial Aid Services
SFAS Sport Fishing Association of Singapore
SFAS Safety Features Actuation System
SFAS Statewide Fixed Assets System
 133 and discontinued operations Discontinued operations

Divisions of a business that have been sold or written off and that no longer are maintained by the business.
 and the cumulative effect of change in accounting. Non-GAAP measures are also used for goal setting, determining employee and management compensation and evaluating our performance on a comparable basis to that used by security analysts. A reconciliation of net income to adjusted net operating income has been included as part of this press release.

(2) Sales for an insurance company are a non-GAAP financial measure. We do not believe there is a comparable GAAP GAAP

See: Generally Accepted Accounting Principles


GAAP

See generally accepted accounting principles (GAAP).
 financial measure and, as a result, have not provided reconciliation. Sales are presented in accordance Accordance is Bible Study Software for Macintosh developed by OakTree Software, Inc.[]

As well as a standalone program, it is the base software packaged by Zondervan in their Bible Study suites for Macintosh.
 with industry practice and represent the amount of new business sold during the period. We believe sales are a measure of the productivity of our distribution networks. Sales are also a leading indicator Leading Indicator

A measurable economic factor that changes before the economy starts to follow a particular pattern or trend. Leading indicators are used to predict changes in the economy, but are not always accurate.
 of future revenue trends. However, revenues are driven by prior period sales as well as current period sales and therefore, a reconciliation of sales to revenues would not be meaningful or determinable Liable to come to an end upon the happening of a certain contingency. Susceptible of being determined, found out, definitely decided upon, or settled.


determinable adj.
.


                           AMERUS GROUP CO.
                     ADJUSTED NET OPERATING INCOME
                  ($ in thousands, except share data)


Adjusted net operating income reflects net income adjusted to
eliminate certain items, such as open block realized gains and losses,
deferred policy acquisition costs associated with the open block
realized gains and losses, non-insurance operations, demutualization
and restructuring costs, reinsurance adjustments, the impact of SFAS
133, discontinued operations and the cumulative effect of change in
accounting. Adjusted net operating income shown below does not
constitute our net income computed in accordance with GAAP. The
adjustments are presented net of income taxes.


                             For The Three            For The
                              Months Ended           Year Ended
                              December 31,           December 31,
                            2003       2002        2003       2002
                         ---------------------- ----------------------

Net Income                  $40,811     $7,199    $161,147    $62,866

Realized (gains) losses
 on open block
 investments (A)             (1,221)    29,986     (20,941)    66,386

Net amortization of DAC
 and VOBA due to open
 block gains
 or losses (B)                 (499)    (3,994)      5,989    (10,869)

Net effect of accounting
 differences from SFAS
 133 (C)                     (5,165)    (2,769)     (8,553)    14,638

Demutualization costs (D)         -          -           -      1,186

Restructuring costs (E)       3,767      6,581      14,989     13,225

Other income from non-
 insurance operations (F)      (312)      (336)       (742)      (814)

Reinsurance
 adjustments (G)                  -          -      (2,505)         -

Income from discontinued
 operations (H)                (247)      (617)     (1,815)    (2,084)

Cumulative effect of
 change in accounting (I)     1,296          -       1,296          -

                         ---------------------- ----------------------
Adjusted Net Operating
 Income                     $38,430    $36,050    $148,865   $144,534
                         ====================== ======================

Adjusted Net Operating
 Income per common
 share:
    Basic                     $0.98      $0.93       $3.80      $3.62
                         ====================== ======================
    Diluted                   $0.96      $0.92       $3.76      $3.58
                         ====================== ======================

 Weighted average common
 shares outstanding:
    Basic                39,268,068 38,919,178  39,175,924 39,972,328
                         ====================== ======================
    Diluted              40,133,053 39,168,989  39,618,217 40,398,378
                         ====================== ======================




                           AMERUS GROUP CO.
                NOTES TO ADJUSTED NET OPERATING INCOME


(A) Represents total open block realized gains or losses on
    investments. Open block realized gains or losses may vary widely
    between periods. Such amounts are determined by management's
    timing of individual transactions or current market conditions and
    do not necessarily correspond to the underlying operating trends.

(B) Represents amortization of deferred acquisition costs (DAC) and
    value of business acquired (VOBA) on the open block realized gains
    and losses that are included in our product margins.

(C) Represents the net effect of SFAS 133, "Accounting for Derivative
    Instruments and Hedging Activities," related accounting entries.
    The accounting entries consist of cash flow hedge amortization,
    market value adjustments on trading securities, derivatives,
    equity-indexed contracts, and the associated change in
    amortization of DAC and VOBA resulting from such adjustments.

(D) Represents costs directly related to our demutualizations. The
    costs consist primarily of legal, actuarial and consulting
    expenses.

(E) Represents costs of restructuring our operations to eliminate
    duplicative functions and to merge IL Annuity into ILIC. The costs
    consist primarily of relocation of employees, severance and
    termination benefits, impairment loss on the Indianapolis Life
    office building of $5.0 million in the second quarter of 2003,
    systems conversion, and merger related expenses.

(F) Represents the net income from our property operations which is
    not part of our insurance operations.

(G) Represents adjustments for the release of a $5.3 million liability
    in conjunction with the settlement and amendment of a reinsurance
    arrangement and a $2.8 million true-up of pre-2003 reinsurance
    settlements under a reinsurance arrangement between the ILIC open
    block and closed block. As these items are not of a continuing
    nature, they are excluded from adjusted net operating income.

(H) Represents the net income from our discontinued operations.

(I) Represents the cumulative effect of change in accounting for
    derivatives, net of income taxes, as of October 1, 2003, resulting
    from the Company's adoption of DIG Issue B36. DIG Issue B36 is
    effective the first day of the fiscal quarter beginning after
    September 15, 2003.



                           AMERUS GROUP CO.
                   CONSOLIDATED STATEMENTS OF INCOME
                  ($ in thousands, except share data)



                         For The Three Months    For The Year Ended
                           Ended December 31,        December 31,
                           2003       2002         2003       2002
                        ---------------------- -----------------------

 Revenues:
   Insurance premiums      $71,593    $88,040     $297,188   $351,300
   Product charges          45,186     33,383      181,354    144,494
   Net investment income   250,816    252,858    1,001,914  1,001,257
   Realized gains
    (losses) on
    investments                (44)   (46,691)      41,522   (104,710)
   Unrealized gains
    (losses) on
    investments             55,970     19,346       89,769    (45,209)
   Other income             17,838     17,389       68,298     68,513
                        ---------------------- -----------------------

                           441,359    364,325    1,680,045  1,415,645
                        ---------------------- -----------------------

 Benefits and expenses:
   Policyowner benefits    267,011    228,243      940,158    871,892
   Underwriting,
    acquisition and
    other expenses          40,935     39,991      155,468    162,267
   Demutualization costs         -          -            -      1,186
   Restructuring costs       5,879     10,445       23,294     21,225
   Amortization of
    deferred policy
    acquisition costs
    and value of
    business acquired       45,585     36,114      193,340    139,565
   Dividends to
    policyowners            12,063     32,866       98,393    104,866
                        ---------------------- -----------------------

                           371,473    347,659    1,410,653  1,301,001
                        ---------------------- -----------------------

 Income from continuing
  operations                69,886     16,666      269,392    114,644

 Interest expense            7,917      6,709       30,154     25,487
                        ---------------------- -----------------------

 Income before income
  tax expense               61,969      9,957      239,238     89,157

 Income tax expense         20,109      3,375       78,610     28,375
                        ---------------------- -----------------------

 Net income from
  continuing operations     41,860      6,582      160,628     60,782

 Income from
  discontinued
  operations, net of tax       247        617        1,815      2,084
                        ---------------------- -----------------------

 Net income before
  cumulative effect of
  change in accounting      42,107      7,199      162,443     62,866

 Cumulative effect of
  change in accounting,
  net of tax                (1,296)         -       (1,296)         -
                        ---------------------- -----------------------

 Net income                $40,811     $7,199     $161,147    $62,866
                        ====================== =======================


 Net income from continuing
  operations per common
  share:
   Basic                     $1.07      $0.17        $4.10      $1.52
                        ====================== =======================
   Diluted                   $1.04      $0.17        $4.05      $1.50
                        ====================== =======================

 Net income per common
  share:
   Basic                     $1.04      $0.18        $4.11      $1.57
                        ====================== =======================
   Diluted                   $1.02      $0.18        $4.07      $1.56
                        ====================== =======================

 Weighted average common
  shares outstanding:
   Basic                39,268,068 38,919,178   39,175,924 39,972,328
                        ====================== =======================
   Diluted              40,133,053 39,168,989   39,618,217 40,398,378
                        ====================== =======================



                           AMERUS GROUP CO.
                      CONSOLIDATED BALANCE SHEETS
                           ($ in thousands)

                                                    December 31,
                                                  2003        2002
                                              ------------------------

                     Assets
 Investments:
   Securities available-for-sale at fair
    value:
          Fixed maturity securities           $13,944,961 $13,328,902
          Equity securities                        74,890      63,345
          Short-term investments                   28,556      32,318
   Securities held for trading purposes:
          Fixed maturity securities             2,089,502   1,843,868
          Equity securities                         1,652           -
          Short-term investments                      591           -
   Mortgage loans                                 968,572     883,034
   Real estate                                         33         476
   Policy loans                                   494,646     496,753
   Other investments                              339,436     283,794
                                              ------------------------

                  Total investments            17,942,839  16,932,490

 Cash and cash equivalents                        274,150     102,612
 Accrued investment income                        205,492     185,660
 Premiums, fees and other receivables              42,761      13,082
 Reinsurance receivables                          663,452     865,930
 Deferred policy acquisition costs              1,120,130     884,239
 Value of business acquired                       419,582     454,159
 Goodwill                                         224,075     218,995
 Property and equipment                            48,849      74,188
 Other assets                                     311,331     296,994
 Separate account assets                          261,657     235,913
 Assets of discontinued operations                 27,950      29,403
                                              ------------------------

                  Total assets                $21,542,268 $20,293,665
                                              ========================



                           AMERUS GROUP CO.
                      CONSOLIDATED BALANCE SHEETS
                           ($ in thousands)

                                                    December 31,
                                                  2003        2002
                                              ------------------------

       Liabilities and Stockholders' Equity
 Liabilities:
   Policy reserves and policyowner funds:
     Future life and annuity policy benefits  $16,994,255 $16,244,016
     Policyowner funds                          1,306,160   1,335,144
                                              ------------------------
                                               18,300,415  17,579,160

   Accrued expenses and other liabilities         438,622     261,147
   Dividends payable to policyowners              321,233     303,062
   Policy and contract claims                      58,880      39,569
   Income taxes payable                            65,202      61,325
   Deferred income taxes                           67,680      16,499
   Notes payable                                  596,101     511,353
   Separate account liabilities                   261,657     235,913
   Liabilities of discontinued operations          19,421      22,689
                                              ------------------------

                    Total liabilities          20,129,211  19,030,717

 Stockholders' equity:
   Preferred Stock, no par value, 20,000,000
    shares authorized, none issued                     -           -
   Common Stock, no par value, 230,000,000
    shares authorized; 43,839,304 shares
    issued and 39,194,602 shares outstanding
    in 2003; 43,656,280 shares issued and
    39,011,578 shares outstanding in 2002          43,839      43,656
   Additional paid-in capital                   1,184,300   1,179,646
   Accumulated other comprehensive income          87,765      88,522
   Unearned compensation                           (1,361)       (458)
   Unallocated ESOP shares                              -      (1,443)
   Retained earnings                              255,006     109,517
   Treasury stock, at cost (4,644,702 shares
    in 2003 and 2002)                            (156,492)   (156,492)
                                              ------------------------

                    Total stockholders' equity  1,413,057   1,262,948
                                              ------------------------

                    Total liabilities and
                     stockholders' equity     $21,542,268 $20,293,665
                                              ========================



                           AMERUS GROUP CO.
            CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
         For the Years Ended December 31, 2003, 2002 and 2001
                           ($ in thousands)



                                           Accumulated
                               Additional     Other
                      Common    Paid-In    Comprehensive    Unearned
                       Stock    Capital    Income (Loss)  Compensation
                     -------- ----------- -------------- -------------

Balance at
 December 31, 2000   $30,011    $809,894       $(17,188)        $(146)

2001:
  Net income               -           -              -             -
  Change in
   accounting for
   derivatives             -           -          2,661             -
  Transfer related to
   unrealized loss
   on available-
   for-sale
   securities
   reclassified to
   trading                 -           -           (430)            -
  Net unrealized gain
   on securities           -           -         35,891             -
  Net unrealized loss
   on derivatives
   designated as cash
   flow hedges             -           -         (5,933)            -
  Stock issued under
   various incentive
   plans, net of
   forfeitures           206       5,861              -          (581)
  Stock issued under
   exercise of
   warrants                -      (1,383)             -             -
  Dividends declared
   on common stock         -           -              -             -
  Purchase of
   treasury stock          -           -              -             -
  Acquisition of IL
   Holdings            9,047     223,358              -             -
  Conversion of
   company-
   obligated
   mandatorily
   redeemable
   preferred capital
   securities          4,242     139,478              -             -
  Allocation of
   shares in
   leveraged
   ESOP                    -         480              -             -
  Minimum pension
   liability
   adjustment              -           -         (2,332)            -
                     -------- ----------- -------------- -------------

Balance at
December 31, 2001     43,506   1,177,688         12,669          (727)

2002:
  Net income               -           -              -             -
  Net unrealized gain
   on securities           -           -         73,646             -
  Net unrealized gain
   on derivatives
   designated as cash
   flow hedges             -           -          3,434             -
  Stock issued under
   various
   incentive
   plans, net of
   forfeitures           150       5,730              -           269
  Stock issued under
   exercise of
   warrants                -      (3,802)             -             -
  Purchase of ESOP
   shares and
   treasury stock          -           -              -             -
  Dividends declared
   on common stock         -           -              -             -
  Allocation of
   shares in
   leveraged ESOP          -          30              -             -
  Minimum pension
   liability
   adjustment              -           -         (1,227)            -
                     -------- ----------- -------------- -------------

Balance at
December 31, 2002     43,656   1,179,646         88,522          (458)

2003:
  Net income               -           -              -             -
  Net unrealized gain
   (loss) on
   securities              -           -          1,971             -
  Net unrealized gain
   (loss) on
   derivatives
   designated as cash
   flow hedges             -           -          2,476             -
  Change in
   accounting
   transfer of
   unrealized gain
   on available-for-
   sale securities
   to trading              -           -         (5,204)            -
  Stock issued under
   various
   incentive
   plans, net of
   forfeitures           183      11,780              -          (903)
  PRIDES purchase
   contract
   adjustment
   and allocated
   fees and expenses       -      (7,280)             -             -
  Dividends declared
   on common stock         -           -              -             -
  Allocation of
   shares in
   leveraged ESOP          -         154              -             -
                     -------- ----------- -------------- -------------

Balance at
 December 31, 2003   $43,839  $1,184,300        $87,765       $(1,361)
                     ======== =========== ============== =============




                        Unallocated                          Total
                           ESOP     Retained  Treasury   Stockholders'
                          Shares    Earnings    Stock       Equity
                       ----------- --------- ---------- --------------

Balance at
 December 31, 2000          $(683)   $6,067         $-       $827,955

2001:
  Net income                    -    72,907          -         72,907
  Change in accounting
   for derivatives              -         -          -          2,661
  Transfer related to
   unrealized loss
   on available-for-
   sale securities
   reclassified to
   trading                      -         -          -           (430)
  Net unrealized gain
   on securities                -         -          -         35,891
  Net unrealized loss
   on derivatives
   designated as cash
   flow hedges                  -         -          -         (5,933)
  Stock issued under
   various incentive
   plans, net of
   forfeitures                  -         -        108          5,594
  Stock issued under
   exercise of warrants         -         -      4,468          3,085
  Dividends declared on
   common stock                 -   (16,787)         -        (16,787)
  Purchase of treasury
   stock                        -         -    (44,985)       (44,985)
  Acquisition of IL
   Holdings                     -         -          -        232,405
  Conversion of
   company-obligated
   mandatorily
   redeemable
   preferred
   capital securities           -         -    (16,173)       127,547
  Allocation of shares
   in leveraged
   ESOP                       459         -          -            939
  Minimum pension
   liability adjustment         -         -          -         (2,332)
                       ----------- --------- ---------- --------------

Balance at
December 31, 2001            (224)   62,187    (56,582)     1,238,517

2002:
  Net income                    -    62,866          -         62,866
  Net unrealized gain
   on securities                -         -          -         73,646
  Net unrealized gain
   on derivatives
   designated as cash
   flow hedges                  -         -          -          3,434
  Stock issued under
   various incentive
   plans, net of
   forfeitures                  -         -          1          6,150
  Stock issued under
   exercise of warrants         -         -     12,205          8,403
  Purchase of ESOP
   shares and treasury
   stock                   (2,522)        -   (112,116)      (114,638)
  Dividends declared on
   common stock                 -   (15,536)         -        (15,536)
  Allocation of shares
   in leveraged ESOP        1,303         -          -          1,333
  Minimum pension
   liability adjustment         -         -          -         (1,227)
                       ----------- --------- ---------- --------------

Balance at
December 31, 2002          (1,443)  109,517   (156,492)     1,262,948

2003:
  Net income                    -   161,147          -        161,147
  Net unrealized gain
   on securities                -         -          -          1,971
  Net unrealized gain
   on derivatives
   designated as cash
   flow hedges                  -         -          -          2,476
  Change in accounting
   transfer of
   unrealized gain
   on available-for-
   sale securities to
   trading                      -         -          -         (5,204)
  Stock issued under
   various incentive
   plans, net of
   forfeitures                  -         -          -         11,060
  PRIDES purchase
   contract adjustment
   and allocated fees
   and expenses                 -         -          -         (7,280)
  Dividends declared on
   common stock                 -   (15,658)         -        (15,658)
  Allocation of shares
   in leveraged ESOP        1,443         -          -          1,597
                       ----------- --------- ---------- --------------

 Balance at December
  31, 2003                     $-  $255,006  $(156,492)    $1,413,057
                       =========== ========= ========== ==============
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Publication:Business Wire
Geographic Code:1USA
Date:Feb 10, 2004
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