<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For Quarter Ended September 30, 1997 Commission File Number 1-7255
AMERICAN HERITAGE LIFE INVESTMENT CORPORATION
(Exact name of registrant as specified in its charter)
Florida 59-1219710
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1776 American Heritage Life Drive, Jacksonville, Florida 32224
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (904) 992-1776
Former name, former address and former fiscal year, if changed since last report
N/A
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. Yes X No
--- ----
Number of registrant's shares of common stock outstanding at
October 31, 1997
13,952,078
<PAGE> 2
AMERICAN HERITAGE LIFE INVESTMENT CORPORATION
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
(Unaudited)
SEPTEMBER 30, 1997 DECEMBER 31, 1996
------------------ -----------------
<S> <C> <C>
(Amounts in thousands, except share and per share amounts)
ASSETS
Investments:
Debt securities, available-for-sale, at fair
value (cost of $842,752 in 1997 and
$512,900 in 1996) $ 866,473 521,916
Equity securities, available-for-sale, at
fair value (cost of $21,467 in 1997
and $21,465 in 1996) 40,343 34,520
Mortgage loans on real estate 67,849 53,736
Investment real estate, at cost 475 453
Policy loans 444,015 399,608
Short-term investments 11,047 1,216
----------- ---------
Total investments 1,430,202 1,011,449
----------- ---------
Cash 23,202 21,672
Agents' balances and prepaid commissions 34,924 35,730
Premiums receivable 49,246 40,989
Accrued investment income 37,967 24,958
Deferred acquisition costs 227,986 173,699
Property and equipment, at cost,
less accumulated depreciation 31,690 28,926
Reinsurance receivables 12,098 13,423
Other assets 37,793 19,271
----------- ---------
Total assets $ 1,885,108 1,370,117
=========== =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Policy liabilities:
Future policy benefits $ 285,900 203,396
Policyholders' account balances 1,008,774 681,098
Unearned premiums 53,562 52,279
Policy and contract claims 55,868 51,261
----------- ---------
Total policy liabilities 1,404,104 988,034
Notes payable to banks 31,590 85,459
Deferred income taxes 45,126 32,344
Other liabilities 54,232 35,337
----------- ---------
Total liabilities 1,535,052 1,141,174
----------- ---------
AHLIC-obligated mandatorily redeemable preferred securities
of subsidiaries holding solely subordinated debentures
of AHLIC 103,500 --
----------- ---------
Stockholders' equity:
Common stock of $1 par value. Authorized
35,000,000 in 1997 and 1996; issued
14,020,861 in 1997 and 13,967,253 in 1996 14,021 13,967
Additional paid-in capital 42,528 42,644
Retained earnings 178,533 163,460
Yield enhancement, contract and issuance costs of
mandatorily redeemable preferred securities (9,552) --
Net unrealized investment gains (losses) 22,532 12,158
----------- ---------
248,062 232,229
Less cost of 68,782 in 1997 and 153,728
in 1996 common shares in treasury 1,506 3,286
----------- ---------
Total stockholders' equity 246,556 228,943
----------- ---------
Total liabilities and shareholders' equity $ 1,885,108 1,370,117
=========== =========
</TABLE>
See accompanying notes to consolidated financial statements.
1
<PAGE> 3
AMERICAN HERITAGE LIFE INVESTMENT CORPORATION
CONSOLIDATED STATEMENTS OF EARNINGS
(UNAUDITED)
<TABLE>
<CAPTION>
FOR THE NINE MONTHS ENDED FOR THE THREE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
------------------------- --------------------------
1997 1996 1997 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
(Amounts in thousands, except share and per share amounts)
Income:
Insurance revenues $ 206,945 191,608 75,120 66,620
Net investment income 77,990 57,499 26,778 19,273
Other income 443 -- 443 --
Realized investment gains, net 310 283 146 125
----------- ---------- ---------- ----------
Total income 285,688 249,390 102,487 86,018
----------- ---------- ---------- ----------
Benefits, claims and expenses:
Benefits and claims 131,746 109,972 48,890 38,626
Underwriting, acquisition and insurance expenses:
Taxes, commissions and general expenses 90,088 87,526 31,181 30,194
Amortization of deferred acquisition costs 22,763 19,119 8,310 6,188
Other operating expenses 6,380 3,047 2,602 1,114
----------- ---------- ---------- ----------
Total benefits, claims and expenses 250,977 219,664 90,983 76,122
----------- ---------- ---------- ----------
Earnings before income taxes 34,711 29,726 11,504 9,896
Income taxes 11,482 9,517 3,820 3,167
----------- ---------- ---------- ----------
Net earnings $ 23,229 20,209 7,684 6,729
=========== ========== ========== ==========
Net earnings per share of common stock $ 1.68 1.46 .55 .49
=========== ========== ========== ==========
Dividends declared per share $ .59 .68 .20 .19
=========== ========== ========== ==========
Average number of shares outstanding 13,825,422 13,829,602 13,847,411 13,816,527
=========== ========== ========== ==========
</TABLE>
See accompanying notes to consolidated financial statements.
2
<PAGE> 4
AMERICAN HERITAGE LIFE INVESTMENT CORPORATION
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
(UNAUDITED)
<TABLE>
<CAPTION>
1997 1996
--------- --------
<S> <C> <C>
(Amounts in thousands, except share and per share amounts)
Common stock:
Balance at beginning of period $ 13,967 13,933
Other shares issued 54 34
--------- --------
Balance at end of period 14,021 13,967
--------- --------
Additional paid-in capital:
Balance at beginning of period 42,644 42,215
Excess over par value on shares issued 542 317
Net change on exercise of stock options (658) 112
--------- --------
Balance at end of period 42,528 42,644
--------- --------
Retained earnings:
Balance at beginning of period 163,460 148,454
Add net earnings 23,229 20,209
--------- --------
186,689 168,663
Deduct cash dividends declared on common stock - $.59
per share in 1997 and $.68 per share in 1996 (8,156) (9,401)
--------- --------
Balance at end of period 178,533 159,262
--------- --------
Yield enhancement, contract and issuance costs of
mandatorily redeemable preferred securities at
end of period (9,552) --
--------- --------
Net unrealized investment gains (losses):
Balance at beginning of period 12,158 16,772
Change during the period 10,374 (6,809)
--------- --------
Balance at end of period 22,532 9,963
--------- --------
Treasury stock:
Balance at beginning of period 3,287 2,045
Add treasury shares purchased (19,406 shares in 1997
and 56,451 shares in 1996) 504 1,241
Less treasury shares surrendered (104,352 shares in 1997) (2,285) --
--------- --------
Balance at end of period 1,506 3,286
--------- --------
Total stockholders' equity $ 246,556 222,550
========= ========
</TABLE>
See accompanying notes to consolidated financial statements.
3
<PAGE> 5
AMERICAN HERITAGE LIFE INVESTMENT CORPORATION
STATEMENTS OF CONSOLIDATED CASH FLOW
NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
(UNAUDITED)
<TABLE>
<CAPTION>
1997 1996
--------- -------
<S> <C> <C>
(Amounts in thousands)
Operating activities:
Net earnings $ 23,229 20,209
Adjustments to reconcile net earnings to net cash
provided by operating activities:
Change in agents' balances and prepaid commissions 807 2,413
Change in premiums receivable (8,012) (2,002)
Change in accrued investment income (7,563) (4,882)
Change in reinsurance receivables 3,272 (4,242)
Amortization of deferred acquisition costs 22,763 19,119
Acquisition costs deferred (31,295) (27,001)
Change in future policy benefits 10,802 (4,671)
Change in policyholders' account balances 59,209 36,201
Change in unearned premiums 824 (1,323)
Change in policy and contract claims 1,556 535
Change in income taxes 2,575 5,519
Provision for depreciation and amortization 1,654 1,983
Change in unearned investment income 277 (237)
Other, net (1,552) 9,657
--------- --------
Net cash provided by operating activities 78,546 51,278
--------- --------
Investing activities:
Sales of debt securities 35,543 10,844
Maturities of debt securities 47,266 23,702
Sales (purchases) of short-term investments, net (5,094) 12,225
Sales of equity securities 2,390 1,737
Maturities of mortgage loans on real estate 2,948 2,132
Policy loans paid 24,025 21,275
Acquisitions, net of cash acquired (50,876) --
Purchases of debt securities (99,305) (67,127)
Purchases of equity securities (342) (4,483)
Origination of mortgage loans on real estate (14,711) (17,609)
Policy loans made (49,212) (34,915)
Purchases and additions of property and equipment
and investment real estate (3,628) (2,148)
Other, net 2,171 5,296
--------- --------
Net cash used by investing activities (108,825) (49,071)
--------- --------
Financing activities:
Change in notes payable to banks, net (60,839) 7,190
Proceeds from securities offering, net 98,939 --
Dividends to stockholders (8,157) (9,401)
Other, net 1,866 1,013
--------- --------
Net cash provided (used) by financing activities 31,809 (1,198)
--------- --------
Increase in cash 1,530 1,009
Cash, beginning of period 21,672 20,682
--------- --------
Cash, end of period $ 23,202 21,691
========= ========
</TABLE>
See accompanying notes to consolidated financial statements.
4
<PAGE> 6
AMERICAN HERITAGE LIFE INVESTMENT CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 1997
(UNAUDITED)
(1) In the opinion of management, the accompanying consolidated financial
statements, which are unaudited include all adjustments necessary to
present fairly the consolidated results of operations and financial
position of the Company for the periods indicated. However, certain
information and note disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have
been omitted. It is suggested that these consolidated financial statements
be read in conjunction with the consolidated financial statements,
schedules and notes thereto included in the Company's Form 10-K for the
year ended December 31, 1996.
(2) The financial statements of the Company's life insurance operations,
primarily the operations of American Heritage Life Insurance Company (AHL)
and Columbia Universal Life Insurance Company (CUL), have been included in
the consolidated financial statements on the basis of generally accepted
accounting principles.
(3) On March 3, 1997, the Company closed on the acquisition of Columbia
Universal Corporation which markets individual life, annuity and
supplemental health products to selected markets. Amounts for CUL are
reflected in the Company's September 30, 1997 financial statements.
On June 30, 1997, the Company closed on the acquisition of Concord General
Life Insurance Company (Concord General) which primarily markets
supplemental life and health insurance products through worksite
marketing. The acquisition was included in the balance sheet at September
30, 1997, and the earnings statement for the third quarter of 1997.
Effective July 31, 1997, the Company acquired ERJ Insurance Group, Inc.
(ERJ), a credit insurance marketing organization. The acquisition was
included in the balance sheet at September 30, 1997 and the earnings
statement from July 31, 1997.
On September 30, 1997, the Company acquired the U.S. worksite marketing
business of Security Life of Denver, a member of the ING Group. The
acquisition was reflected in the balance sheet at September 30, 1997.
(4) During the second quarter of 1997, the Company completed an offering of
mandatorily redeemable preferred securities, raising $103.5 million, the
net proceeds of which were used to retire bank debt.
(5) Earnings per share of common stock were based on the weighted average
number of shares outstanding during each period, excluding treasury
shares. Options outstanding to purchase common stock had no significant
dilutive effect on earnings per share.
(6) Current accrued income taxes were included in other liabilities in the
amount of $388,983 at September 30, 1997 and $100,000 at December 31,
1996, in the accompanying consolidated balance sheets.
(7) The Company's insurance subsidiaries, like other insurance companies, are
currently defendants in lawsuits that involve claims for punitive,
exemplary or other extracontractual damages, which are for amounts
substantially in excess of the actual damages sought. Management considers
such litigation regrettably to be of the type to which insurance companies
are usually and customarily subjected to in the ordinary course of
business and to date the settlements of such claims of this nature have
not been material to the financial position of the Company. In the opinion
of management, based on the currently ascertained facts of the pending
litigation, which the Company intends to vigorously defend, the ultimate
resolution of such litigation should not be material to the financial
position of the Company.
5
<PAGE> 7
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
PERIODS ENDED SEPTEMBER 30, 1997 COMPARED TO
PERIODS ENDED SEPTEMBER 30, 1996
RESULTS OF OPERATIONS
American Heritage Life Investment Corporation (AHLIC) and subsidiaries (the
"Company") are engaged primarily in the life insurance business. The Company's
consolidated earnings are primarily attributable to its principal insurance
subsidiaries, American Heritage Life Insurance Company (AHL) and Columbia
Universal Life Insurance Company (CUL). Significant changes in the components of
the consolidated results of operations for the comparative periods are presented
below.
The Company acquired Columbia Universal for $44 million in cash on March 3,
1997. Effective December 31, 1996, the Company acquired a block of business
from Kentucky Home Mutual Life Insurance Company with approximately $1.8
million of premiums and premium equivalents and $3.3 million of assets. On June
30, 1997, the Company closed on the acquisition of Concord General Life
Insurance Company (Concord General) for a total consideration of $7.5 million.
Effective July 31, 1997, AHLIC acquired ERJ Insurance Group, Inc., a credit
insurance marketing organization. These acquisitions were reflected in the
Company's financial statements at September 30, 1997. Effective September 30,
1997, the Company acquired the U.S. worksite marketing business from Security
Life of Denver, a member of the ING Group (ING), with approximately $14.0
million of premiums. The ING acquisition is included in the balance sheet at
September 30, 1997.
Pursuant to generally accepted accounting principles (GAAP), insurance revenues
for reporting purposes include only the mortality, expense, and surrender
charges for interest-sensitive products. Insurance revenues do not include group
and credit premium equivalents and cash deposits from interest-sensitive
products. Insurance revenues for the nine months ended September 30, 1997 were
$206.9 million, an increase of 8.0% from the $191.6 million for the same period
in 1996. For the three months ended September 30, 1997, insurance revenues were
$75.1 million versus $66.6 million for the same period in 1996, an increase of
12.8%. These increases were due primarily to an increase in long-term care
revenues and the inclusion of CUL revenues of $10.5 million and $3.6 million for
the nine months and three months ended September 30, 1997, respectively, with no
comparable amounts in 1996.
As a result of more of the ordinary life business being interest-sensitive, the
group business being on a self-funded or split-funded basis and the credit
business being written on a reinsurance/administrative services only basis, in
which only the fees charged are included in insurance revenues for GAAP
purposes, it is important to evaluate insurance revenues including premium
equivalents. Including premium equivalents of $274.2 million and $222.9 million
for the nine months ended September 30, 1997 and 1996, respectively, insurance
revenues, including premium equivalents, were $481.2 million and $414.5 million,
up 16.1% in 1997. For the three months ended September 30, 1997 and 1996,
insurance revenues, including premium equivalents of $89.8 million and $82.9
million, respectively, were $164.9 million and $149.5 million, respectively, up
10.3% in 1997. These increases in insurance revenues including premium
equivalents were due in part to an increase in long-term care revenues.
Additionally, for the nine months ended September 30, 1997, credit insurance
revenues and premium equivalents were up due to increased sales of reinsurance,
which generally provides less risk to the Company and an increase in
administrative services only business. Also, CUL revenues and premium
equivalents were $36.2 million and $9.9 million for the nine months and three
months ended September 30, 1997, respectively, with no comparable amounts in
1996.
6
<PAGE> 8
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
PERIODS ENDED SEPTEMBER 30, 1997 COMPARED TO
PERIODS ENDED SEPTEMBER 30, 1996
RESULTS OF OPERATIONS (CONTINUED)
For the nine months ended September 30, 1997, net investment income was $78.0
million, an increase of 35.6% over the $57.5 million reported for the same
period in 1996. Net investment income for the three months ended September 30,
1997 was $26.8 million compared to $19.3 million for the three months ended
September 30, 1996, or an increase of 38.9%. These increases in net investment
income for the nine months and three months ended September 30, 1997 compared to
the same periods in 1996 were due primarily to an increase in invested assets,
and $19.0 million and $6.5 million of investment income for CUL for the nine
months and three months ended September 30, 1997, respectively, with no
comparable amounts in 1996. These increases were partially offset by a decrease
in Management Security Plan (MSP) policy loan interest due to a decrease in the
average rate charged (7.93% in 1997 versus 9.13% in 1996) on increased policy
loan balances (see page 9 for discussion regarding MSP loans.) The effective
yield on invested assets for the nine months ended September 30, 1997 was 7.56%
compared to 7.77% for the same period in 1996. Excluding MSP policy loans, the
effective yield was 7.42% for the nine months ended September 30, 1997 and 7.02%
for the same period of 1996.
Benefits and claims were $131.7 million for the nine months ended September 30,
1997, up 19.8% from the $110.0 million for the same period in 1996. For the
three months ended September 30, 1997, benefits and claims totaled $48.9 million
compared to $38.6 million for the same period in 1996, or an increase of 26.6%.
These increases for the nine months and three months ended September 30, 1997
versus 1996 were due primarily to increased ordinary benefits, including
increased dread disease and individual accident and health claims and an
increase in reserves for long-term care business due to its growth. Also, 1997
included benefits and claims for CUL of $19.3 million and $6.5 million for the
nine months and three months ended September 30, with no comparable amounts for
1996.
Taxes, commissions, and general expenses aggregated $90.1 million for the first
nine months of 1997 versus $87.5 million for the first nine months of 1996, or
an increase of 2.9%. For the three months ended September 30, 1997, taxes,
commissions, and general expenses were $31.2 million compared to $30.2 million
for the same period in 1996, or an increase of 3.3%. These increases for the
nine months and three months were primarily due to CUL taxes, commissions, and
general expenses of $5.9 million and $2.2 million, respectively, for 1997 with
no comparable amounts for 1996, partially offset by a decrease in credit
commissions and taxes as a result of increased reinsured business.
Pursuant to GAAP, the initial costs directly associated with selling,
underwriting, and processing traditional ordinary insurance products are
deferred and amortized over the premium-paying period of the related policies.
For interest-sensitive products, these costs are amortized over the lives of the
policies in relation to the present value of estimated gross profits from
surrender charges and investment, mortality, and expense margins. These costs
increase as the amount of sales and insurance in force increase. The charge to
earnings for acquisition costs of ordinary insurance is comprised of two
components: (1) the amortization of costs for policies which remain in force,
and (2) the write-off of unamortized costs related to policies which are
terminated. For the nine months ended September 30, 1997, the amortization of
deferred acquisition costs was $22.8 million compared to $19.1 million for the
comparable period in 1996, or an increase of 19.1%. For the three months ended
7
<PAGE> 9
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
PERIODS ENDED SEPTEMBER 30, 1997 COMPARED TO
PERIODS ENDED SEPTEMBER 30, 1996
RESULTS OF OPERATIONS (CONTINUED)
September 30, 1997, the amortization of deferred acquisition costs were $8.3
million compared to $6.2 million for the comparable period in 1996, or an
increase of 34.3%. These increases in amortization expense were primarily due to
increased amortization from the growth of business in force and CUL amortization
of $2.8 million and $1.0 million, respectively, for the nine months and three
months ended September 30, 1997 with no comparable amounts for 1996.
For the nine months ended September 30, 1997, other operating expenses were $6.4
million compared to $3.0 million for the same period in 1996, an increase of
109.4%. For the three months ended September 30, 1997, other operating expenses
were $2.6 million compared to $1.1 million for the same period of 1996, or an
increase of 133.7%. These increases were due primarily to an increase in
interest expense as a result of an increase in the amount of average outstanding
bank debt and the interest on the mandatorily redeemable preferred securities
issued at the end of the second quarter of 1997. For the nine months ended
September 30, 1997, the increase in the amount of average outstanding bank debt
included increased debt related to the acquisition of CUL.
Income taxes increased 20.6% for the nine months ended September 30, 1997 from
the same period in 1996, primarily as a result of an increase in net earnings
and a higher effective tax rate. For the nine months ended September 30, 1997
and 1996, the effective tax rate was 33.1% and 32.0%, respectively. The increase
in the effective tax rate was primarily due to the earnings of the companies
acquired in 1997 being taxed at a rate of 35% in 1997.
LIQUIDITY AND CAPITAL RESOURCES
The Company is engaged primarily in the life insurance business. The principal
subsidiaries, AHL and CUL, generate major sources of cash flow from premiums
collected for traditional insurance products, deposits, and policy charges for
interest-sensitive products and investment income attributable to the life
insurance operations and associated investment portfolio. This results in a
significant portion of the Company's assets being liquid. Such assets are made
up of cash, short-term investments, and readily marketable securities.
As an insurer, the Company is required to maintain substantial liabilities for
future policy benefits and policyholders' account balances. Since premiums and
deposits received in anticipation of such benefits are investable funds, it is
expected that the Company will continue to increase its investment portfolio
using cash flow from operations.
The increase in net cash provided by operating activities for the nine months
ended September 30, 1997, compared to the same period in 1996, was due primarily
to 1996 including the funding of surrenders of certain ordinary life policies
and funding the return of certain group claim reserves with no such comparable
fundings for 1997.
The increase in net cash used by investing activities for the nine months ended
September 30, 1997 versus the same period in 1996 was due primarily to the
acquisition of CUL, Concord General, and ERJ.
8
<PAGE> 10
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
PERIODS ENDED SEPTEMBER 30, 1997 COMPARED TO
PERIODS ENDED SEPTEMBER 30, 1996
LIQUIDITY AND CAPITAL RESOURCES (CONTINUED)
The increase in net cash provided by financing activities for the nine months
ended September 30, 1997, compared to the same period in 1996, was due primarily
to the proceeds from the mandatorily redeemable preferred securities offering,
which was partially offset with the net reduction of $60.8 million of debt.
The Company's policy loans are a higher percentage of invested and total assets
than industry norm as a result of a significant block of Management Security
Plan (MSP) business. The MSP product is an interest-sensitive, deferred
compensation/executive benefit-type product with the policy loan feature being
an integral part of the product. A market rate of interest is charged on the
policy loans, and a predetermined built-in spread is achieved between the
interest rate charged on the policy loans and the interest rate credited on the
loaned funds. Accordingly, all MSP policy loans are completely collateralized by
the underlying policyholders' account balances. All policy loans are funded out
of cash provided by operating activities and do not represent a significant
restriction on the Company's liquidity.
At September 30, 1997, the fair value of the Company's debt and equity security
portfolio aggregated $906.8 million compared with an amortized cost of $864.2
million, or an unrealized gain of $42.6 million. At December 31, 1996, the fair
value of the portfolio aggregated $556.4 million compared with an amortized cost
of $534.4 million, or an unrealized gain of $22.0 million. This change in the
unrealized gain was primarily due to changes in market conditions.
The Company's amortized cost of high-yield bonds (rated below BBB by Standard &
Poor's Corporation and excluding non-rated and private placements) at September
30, 1997 aggregated $31.6 million with a market value of $32.6 million. At
market value, these investments represented 1.7% of total assets, or 2.3% of
total invested assets. Such holdings were not material to invested assets nor is
it expected that any subsequent gains or losses on these securities would be
material to the operations of the Company.
AHLIC is a holding company, and its liquidity is largely dependent on the
ability of its subsidiaries, primarily AHL, to pay dividends and on external
financings. As a result, AHLIC borrows on an interim basis through lines of
credit with its major banks to cover any short-term cash requirements which may
occur. The decrease in bank debt at September 30, 1997, compared to the amount
at December 31, 1996, reflected the paydown of bank debt with the proceeds of
the securities offering. At September 30, 1997, the debt to total capital
(excluding unrealized investment gains) ratio was 8.8%.
9
<PAGE> 11
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
The Company's insurance subsidiaries, like other insurance
companies, are currently defendants in lawsuits that involve claims
for punitive, exemplary, or other extracontractual damages, which
are for amounts substantially in excess of the actual damages
sought. Management considers such litigation, regrettably, to be of
the type to which insurance companies are usually and customarily
subjected to in the ordinary course of business and, to date, the
settlement of such claims of this nature have not been material to
the financial position of the Company. In the opinion of management,
based on the currently ascertained facts of the pending litigation
which the Company intends to vigorously defend, the ultimate
resolution of such litigation should not be material to the
financial position of the Company.
Item 6. Exhibits and Reports on Form 8-K.
<TABLE>
<S> <C>
(a) Exhibits
27 Financial Data Schedule (for SEC purposes only)
(b) (1) Form 8-K dated July 25, 1997
Item 4. Change in Registrant's Certifying Accountant
Item 7. Financial Statements and Exhibits
- letter dated July 28, 1997 from KPMG Peat Marwick LLP to the
SEC
(2) Form 8-KA dated July 25, 1997
Item 4. Change in Registrant's Certifying Accountant
Item 7. Financial Statements and Exhibits
- letter dated July 28, 1997 from KPMG Peat Marwick LLP to the
SEC
- letter dated August 28, 1997 from KPMG Peat Marwick LLP to the
SEC
</TABLE>
10
<PAGE> 12
PART II - OTHER INFORMATION
SIGNATURES
Pursuant to the requirement of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto authorized.
AMERICAN HERITAGE LIFE INVESTMENT CORPORATION
(REGISTRANT)
Date 11/12/97 /s/ C. Richard Morehead
------------- ---------------------------------------------------
C. Richard Morehead, President and Chief
Operating Officer (Authorized Officer)
Date 11/12/97 /s/ John K. Anderson, Jr.
------------- ---------------------------------------------------
John K. Anderson, Jr., Executive Vice President and
Chief Financial Officer (Principal Financial and
Accounting Officer)
11
<TABLE> <S> <C>
<ARTICLE> 7
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<EXCHANGE-RATE> 1
<DEBT-HELD-FOR-SALE> 866,473
<DEBT-CARRYING-VALUE> 0
<DEBT-MARKET-VALUE> 0
<EQUITIES> 40,343
<MORTGAGE> 67,849
<REAL-ESTATE> 475
<TOTAL-INVEST> 1,430,202
<CASH> 23,202
<RECOVER-REINSURE> 12,098
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0
0
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206,945
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</TABLE>
