LIBERTY CORP
10-Q, 1995-05-04
LIFE INSURANCE
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<PAGE>   1





                                   FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, DC  20549

(Mark One)

[xx]         QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
             EXCHANGE ACT OF 1934 
             For the quarterly period ended March 31, 1995

[  ]         TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
             SECURITIES EXCHANGE ACT OF 1934 
             For the transition period from                  to 
                                             -------------       ---------------

                         Commission File Number 1-5846
                                                ------
                            THE LIBERTY CORPORATION
                            -----------------------
             (Exact name of registrant as specified in its charter)

             South Carolina                                  57-0507055
             (State or other jurisdiction of                 (IRS Employer
             incorporation or organization)                  identification No.)

       Post Office Box 789, Wade Hampton Boulevard, Greenville, SC  29602
       ------------------------------------------------------------------
                    (Address of principal executive offices)

       Registrant's telephone number, including area code:  803/268-8436
                                                          ---------------

                                 NOT APPLICABLE
                                 --------------
  (Former name, former address and former fiscal year, if changed since last
                                   report.)

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 
                                                -----         -----

Indicate the number of shares outstanding of each of the Registrant's classes
of common stock as of the latest practicable date.

                                                    Number of shares Outstanding
    Title of each class                                 as of March 31, 1995
    -------------------                            -----------------------------

    Common Stock                                             19,879,089

                   Page 1 of 14 sequentially numbered pages.
                        The Exhibit Index is on Page 12.
<PAGE>   2

                                 PART I, ITEM 1
                                        
                    THE LIBERTY CORPORATION AND SUBSIDIARIES
                   CONSOLIDATED AND CONDENSED BALANCE SHEETS
                                 (In thousands)
<TABLE>
<CAPTION>
 ASSETS                                                                                 MARCH 31, 1995       DECEMBER 31, 1994
                                                                                        --------------       -----------------
                                                                                                     (Unaudited)
 <S>                                                                                      <C>                    <C>
 Investments:                                                                               
 Fixed Maturity Securities:                                                                 
   Available for Sale, at market, cost of $977,289 at 3/31/95 and $947,522 at 12/31/94    $  950,343             $  883,029   
   Held to Maturity, at cost, market of $313,939 at 3/31/95 and $311,129 at 12/31/94         293,879                299,118   
 Equity Securities, primarily at market, cost of $77,763 at 3/31/95 and $78,116 at                                            
    12/31/94.                                                                                 80,370                 78,208   
 Mortgage Loans                                                                              199,233                203,381   
 Investment Real Estate                                                                      139,203                135,545   
 Loans to Policyholders                                                                       97,367                 96,160   
 Other Long-Term Investments                                                                  32,900                 31,624   
 Short-term Investments                                                                       18,523                  7,264   
                                                                                           ---------              ---------   
      Total Investments                                                                    1,811,818              1,734,329   
                                                                                           ---------              ---------   
                                                                                                                              
 Cash                                                                                         41,480                 51,400   
 Accrued Investment Income                                                                    18,735                 18,708   
 Receivables                                                                                  37,476                 37,879   
 Receivable from Reinsurers                                                                  261,366                258,969   
 Deferred Acquisition Costs                                                                  359,856                358,535   
 Buildings and Equipment                                                                      78,864                 66,360   
 Intangibles Related to Television Operations                                                 77,147                 46,934   
 Goodwill Related to Insurance Acquisitions                                                   39,950                 40,308   
 Other Assets                                                                                 60,454                 54,522   
                                                                                           ---------              ---------   
      Total Assets                                                                        $2,787,146             $2,667,944   
                                                                                           =========              =========   
 LIABILITIES, REDEEMABLE PREFERRED STOCK AND SHAREHOLDERS' EQUITY                                                             
 Liabilities                                                                                                                  
   Policy Liabilities                                                                     $1,811,544             $1,784,303   
   Notes, Mortgages and Other Debt                                                           152,099                131,647   
   Long Term Debt                                                                            100,000                100,000   
   Accrued Income Taxes                                                                        8,981                  4,418   
   Deferred Income Taxes                                                                     118,357                112,707   
   Accounts Payable and Accrued Expenses                                                      61,395                 66,608   
   Other Liabilities                                                                          32,242                 26,856   
                                                                                           ---------              ---------   
      Total Liabilities                                                                    2,284,618              2,226,539   
                                                                                           ---------              ---------   
                                                                                                                              
Redeemable Preferred Stock
  1994-A Series, $35.00 redemption value, shares issued and outstanding - 668,207                                              
   in 1995 and 1994                                                                         23,387                 23,387  
  1994-B Series, $37.50 redemption value, shares issued and outstanding - 597,701                                            
   in 1995 and 598,101 in 1994                                                              22,414                 22,429  
Shareholders' Equity                                                                                                       
Common Stock                                                                               153,845                152,956  
Series 1995-A Convertible Preferred Stock, $35.00 redemption value,                                                        
  599,985 shares issued and outstanding                                                     21,000                    ---  
Unearned Stock Compensation                                                                 (4,915)                (5,319) 
Unrealized Investment Gains (Losses)                                                       (21,144)               (53,109) 
Cumulative Foreign Currency Translation Adjustment                                          (1,307)                (1,491) 
Retained Earnings                                                                          309,248                302,552  
                                                                                         ---------              ---------       
      Total Shareholders' Equity                                                           456,727                395,589  
                                                                                         ---------              ---------    
        Total Liabilities, Redeemable Preferred Stock and Shareholders' Equity          $2,787,146             $2,667,944  
                                                                                         =========              =========   
</TABLE>

 See Notes to Consolidated and Condensed Financial Statements.


                                       2
<PAGE>   3

                    THE LIBERTY CORPORATION AND SUBSIDIARIES
                CONSOLIDATED AND CONDENSED STATEMENTS OF INCOME
                     (In thousands, except per share data)


<TABLE>
<CAPTION>
                                                                                    Three Months Ended March 31
                                                                                    ---------------------------

                                                                                      1995                1994
                                                                                      ----                ----

                                                                                            (Unaudited)
 <S>                                                                                 <C>                 <C>
 REVENUES                                                                  
  Insurance Premiums & Policy Charges                                                $ 83,106            $ 66,795
  Broadcasting Revenues                                                                24,753              21,247
  Net Investment Income                                                                35,240              28,501
  Service Contract Revenue                                                              2,260               1,520
  Realized Investment Gains (Losses)                                                   (1,874)              1,558
                                                                                      -------             -------  
    Total Revenues                                                                    143,485             119,621
                                                                                      -------             -------  
                                                                                                          
 EXPENSES                                                                                                 
  Policyholder Benefits                                                                62,648              47,742
  Commissions                                                                          12,621              11,157
  General Insurance Expenses                                                           16,419              13,378
  Amortization of Deferred Acquisition Costs                                           10,677              10,358
  Broadcasting Expenses                                                                18,037              16,179
  Interest Expense                                                                      3,498               1,693
  Other Expenses                                                                        3,505               2,979
                                                                                      -------             -------  
    Total Expenses                                                                    127,405             103,486
                                                                                      -------             -------  
                                                                                                          
 Income Before Income Taxes                                                            16,080              16,135
 Provision for Income Taxes                                                             5,542               5,562
                                                                                      -------             -------  
      NET INCOME                                                                     $ 10,538            $ 10,573
                                                                                      =======             =======
                                                                                                          
 EARNINGS PER SHARE:  (Exhibit 11)                                                   $    .49            $    .53
 Dividends Per Common Share                                                          $   .155            $   .155
</TABLE>


              See Notes to Consolidated and Condensed Financial Statements.


                                       3
<PAGE>   4

                    THE LIBERTY CORPORATION AND SUBSIDIARIES
              CONSOLIDATED AND CONDENSED STATEMENTS OF CASH FLOWS
                                 (In thousands)

<TABLE>
<CAPTION>
                                                                                               Three Months Ended March 31
                                                                                               ---------------------------

                                                                                                 1995                1994
                                                                                                 ----                ----

                                                                                                       (Unaudited)
              <S>                                                                                <C>                <C>
              OPERATING ACTIVITIES
              Net Income                                                                      $  10,538          $  10,573
              Adjustments to reconcile net income to net cash provided (used) in                                  
              operating activities:                                                                               
                  Increase in policy liabilities                                                 11,476              1,041
                  Increase (decrease) in accounts payable and accrued liabilities                (6,059)               314
                  (Increase) decrease in receivables                                              1,399             (3,135)
                  Amortization of policy acquisition costs                                       10,677             10,358
                  Policy acquisition costs deferred                                             (14,236)           (13,815)
                  Realized investment (gains) losses                                              1,874             (1,558)
                  Gain on sale of operating assets                                               (1,080)               ---
                  Depreciation and amortization                                                   4,080              2,929
                  Amortization of bond premium and discount                                        (593)            (1,235)
                  Provision for deferred income taxes                                              (324)             2,022
                  All other operating activities, net                                             1,863              3,840
                                                                                               --------           --------  
              NET CASH PROVIDED BY OPERATING ACTIVITIES                                          19,615             11,334
                                                                                               --------           --------  
                                                                                                                  
              INVESTMENT ACTIVITIES                                                                               
              Investment securities sold - available for sale                                    54,484              2,213
              Investment securities matured or redeemed by issuer - available for sale            7,394             29,914
              Investment securities matured or redeemed by issuer - held to maturity              9,133             20,750
              Cost of investment securities acquired - available for sale                       (95,472)           (78,432)
              Mortgage loans made                                                                (2,429)            (6,594)
              Mortgage loan repayments                                                            5,969              5,615
              Purchase of investment real estate, buildings and equipment                       (12,546)            (6,335)
              Sale of investment real estate, buildings and equipment                             6,540              3,688
              Purchase of short-term investments                                                (19,970)          (299,223)
              Sales of short-term investments                                                     8,724            303,394
              Net cash paid on purchase of television station                                    (6,619)               ---
              Net cash paid on purchases of insurance companies                                     ---            (53,492)
              All other investment activities, net                                                 (689)               756
                                                                                               --------           --------  
              NET CASH USED IN INVESTING ACTIVITIES                                             (45,481)           (77,746)
                                                                                               --------           --------  
                                                                                                                  
              FINANCING ACTIVITIES                                                                                
              Proceeds from borrowings                                                          758,500            454,000
              Principal payments on debt                                                       (750,161)          (359,793)
              Dividends paid                                                                     (3,841)            (3,152)
              Stock issued for employee benefit and compensation programs                           818              2,058
              Retirement of common stock                                                             (1)               ---
              Return of policyholders' account balances                                          (8,949)            (7,174)
              Receipts credited to policyholders' account balances                               19,580             16,341
                                                                                               --------           --------  
              NET CASH PROVIDED BY FINANCING ACTIVITIES                                          15,946            102,280
                                                                                               --------           --------  
                                                                                                                  
              INCREASE IN CASH                                                                   (9,920)            35,868
              Cash at beginning of year                                                          51,400             29,487
                                                                                               --------           --------  
              CASH AT END OF PERIOD                                                           $  41,480          $  65,355
                                                                                               ========           ========  
</TABLE>

               See Notes to Consolidated and Condensed Financial Statements.


                                       4
<PAGE>   5

                    THE LIBERTY CORPORATION AND SUBSIDIARIES
            NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
                                 March 31, 1995
                                  (Unaudited)

               1.     BASIS OF PRESENTATION

                      The accompanying unaudited consolidated and condensed
                      financial statements of The Liberty Corporation and
                      Subsidiaries have been prepared in accordance with
                      generally accepted accounting principles for interim
                      financial information and with the instructions to Form
                      10-Q and Article 10 of Regulation S-X.  Accordingly, they
                      do not include all of the information and footnotes
                      required by generally accepted accounting principles for
                      complete financial statements.  The information included
                      is not necessarily indicative of the annual results that
                      may be expected for the year ended December 31, 1995, but
                      it does reflect all adjustments (which are of a normal
                      and recurring nature) considered, in the opinion of
                      management, necessary for a fair presentation of the
                      results for the interim periods presented.  For further
                      information, refer to the consolidated financial
                      statements and footnotes thereto included in The Liberty
                      Corporation annual report on Form 10-K for the year ended
                      December 31, 1994.


               2.     FINANCIAL ACCOUNTING STANDARDS STATEMENT NO. 114 -
                      ACCOUNTING BY CREDITORS FOR IMPAIRMENTS OF A LOAN

                      On January 1, 1995, the Company adopted Financial
                      Accounting Standards Board Statement No. 114, "Accounting
                      by Creditors for Impairments of a Loan" ("SFAS No. 114")
                      and Financial Accounting Standards Board Statement No.
                      118, "Accounting by Creditors for Impairments of a
                      Loan--Income Recognition and Disclosures" ("SFAS No.
                      118").  Under the new standards, the Company established
                      an allowance for estimated credit losses related to the
                      commercial mortgage loans that were identified for
                      evaluation in accordance with SFAS No. 114.  This
                      allowance for credit losses is based on discounted cash
                      flows using the loan's initial effective interest rate or
                      the fair value of the collateral for certain collateral
                      dependent loans.  Prior to 1995, the Company did not have
                      an allowance for credit losses related to mortgage loans.
                      Instead, the Company used a direct write-off method on
                      impaired loans through a specific identification
                      approach.

                      The allowance for credit losses is maintained at a level
                      believed adequate to absorb estimated probable credit
                      losses.  Management will periodically evaluate the
                      adequacy of the allowance based on known and inherent
                      risks in the portfolio, adverse situations that may
                      affect the borrower's ability to repay (including the
                      timing of future payments), estimated value of any
                      underlying collateral, current economic conditions, and
                      other relevant factors.  This evaluation is inherently
                      subjective as it requires material estimates, including
                      the timing of future cash flows expected to be received
                      on impaired loans, which may be susceptible to
                      significant change.

                      The following table presents the initial allowance for
                      credit losses related to mortgage loans established as of
                      January 1, 1995 and changes in the allowance for credit
                      losses for the quarter ended March 31, 1995:

<TABLE>
<CAPTION>
                                                                (In 000's)
                                                                ----------
                      <S>                                          <C>
                      Balance at January 1,                        $ 591
                        Provision for Credit                          38
                        Charge-offs                                 ----
                        Recoveries                                   (26)
                                                                    ---- 
                      Balance at March 31, 1995                    $ 603
                                                                    ====
</TABLE>                                                      


                                       5
<PAGE>   6

                      At March 31, 1995, the recorded investment in commercial
                      mortgage loans that are considered to be impaired under
                      SFAS No. 114 was $9.2 million.  Included in this amount
                      is $3.9 million of impaired commercial loans for which
                      the related allowance for credit losses is $.4 million
                      and $5.3 million of impaired commercial loans that did
                      not require an allowance for credit losses as a result of
                      write-downs of the loans or the fair value of the
                      collateral exceeding the recorded investment in the loan.
                      The average recorded investment in impaired commercial
                      loans during the quarter ended March 31, 1995 was
                      approximately  $8.9 million.  For the quarter ended March
                      31, 1995, the Company recognized interest income on these
                      impaired commercial loans of $.1 million, all of which
                      was recognized using the cash basis method of income
                      recognition.

                      In conjunction with establishing an allowance for credit
                      losses for loans impaired under SFAS No. 114, the Company
                      has also established an allowance for credit losses to
                      cover its residential mortgage loan portfolio in
                      accordance with SFAS No. 5.  The Company's residential
                      loan portfolio was evaluated collectively for impairment
                      purposes based on historical portfolio delinquency rates.
                      At March 31, 1995, the recorded investment in residential
                      loans covered by this allowance for credit losses was
                      $19.3 million for which the related allowance for credit
                      losses is $.2 million.



               3.     CONVERTIBLE PREFERRED STOCK

                      On February 28, 1995, the Company issued 599,985 shares
                      of Series 1995-A Voting Cumulative Convertible Preferred
                      Stock having a total redemption value of $20,999,475 or
                      $35.00 per share in connection with the acquisition of
                      WLOX television.  The shares have preference in
                      liquidation, and each share is entitled to one vote on
                      any matters submitted to a vote of the shareholders of
                      the Company.  Each share of preferred stock is
                      convertible at the option of the holder into one share of
                      common stock.  The Company has the right to redeem any or
                      all of the shares from time to time at any time beginning
                      five years and one month after the date of issue in
                      exchange for cash, common stock, or a combination of
                      both.  Generally, the amount of consideration on the
                      1995-A Series will be equivalent to $35.00 per share plus
                      the amount of any accumulated and unpaid dividends.
                      There is no sinking fund for the redemption of the
                      preferred stock.

                      Dividends shall be paid on the preferred stock at the
                      rate of 5% per annum.  Dividends accrue daily, are
                      cumulative, and are payable quarterly.  The 1995-A Series
                      preferred stock is on a parity in rank with all other
                      series of preferred stock of the Company whether or not
                      such series exist now or are created in the future, with
                      respect to payment of all dividends and distributions,
                      unless a series of preferred stock expressly provides
                      that it is junior or senior to the 1995-A Series.  No
                      dividends or distributions on the Company's common stock
                      shall be declared or paid until all accumulated and
                      unpaid dividends on the 1995-A Series have been declared
                      and set aside for payment.


               4.     ACQUISITIONS

                      On February 28, 1995, the Company completed the
                      acquisition of WLOX-TV in Biloxi, Mississippi.  The
                      purchase price of $41 million was funded with a
                      combination of cash, convertible preferred stock (See
                      Note 3), and notes payable.


                                       6
<PAGE>   7

               5.     COMMITMENTS AND CONTINGENCIES


                      At March 31, 1995, the Company had made commitments as
                      shown below:

<TABLE>
<CAPTION>
                      (In 000's)
                      <S>                                             <C>

                      Buildings and equipment                          $1,520
                      Investment real estate                            9,513
                      Mortgage loans and bonds                          7,923
                      Other                                             5,057
                                                                       ------
                                                                      $24,013
                                                                       ======
</TABLE>




               6.     SUPPLEMENTAL INFORMATION ON INSURANCE OPERATIONS


<TABLE>
<CAPTION>
                                                                  Three Months Ended March 31,
                                                                  ----------------------------
                           (In millions)                          1995                   1994
                                                                  ----                   ----
                      <S>                                        <C>                    <C>

                      Increase in net insurance in force            166                    711
                                                                 ======                 ======

                      Net insurance in force                     17,030                 16,205
                                                                 ======                 ======
</TABLE>


                                       7
<PAGE>   8

                                 PART I, ITEM 2
                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
                                  (Unaudited)

OPERATIONS

Consolidated first quarter net income of $10.5 million was level with 1994's
first quarter (see table below).  Although operating earnings increased $2.1
million over 1994's first quarter, net income was flat due to realized
investment losses (after-tax) totaling $1.2 million in first quarter 1995
versus realized investment gains of $.9 million in first quarter 1994, a swing
of $2.1 million.

<TABLE>
<CAPTION>
                                                       First Quarter
                                                       -------------
                                                  1995                1994
                                                  ----                ----
       <S>                                      <C>                 <C>
       Income Before Income Taxes               $16,080             $16,135
       Income Taxes                               5,542               5,562
                                                 ------              ------
       Net Income                               $10,538             $10,573
                                                 ======              ======
</TABLE>                               

Excluding realized gains and losses, the Company's insurance operations saw an
increase in pre-tax income of $3.2 million, broadcasting had an increase of
$1.5 million, and the Parent Company had an increased loss of $1.5 million.

Pre-tax earnings for insurance operations benefited from the 1994 acquisitions
of State National Capital Corporation, American Funeral Assurance Company, and
North American National Corporation.  The Company's Home Service division
results reflected lower benefit expense than it experienced in first quarter
1994; however, this was offset by a $1.5 million increase in benefits in the
Mortgage Protection division.  The increase in benefit expense in mortgage
protection represented a significant increase over the benefit levels in recent
prior quarters and the Company believes that the extraordinarily high level of
benefits experienced in the first quarter will not continue in the future.  The
Company is studying the cause of the high level of benefits to identify the
source of the deviation and determine steps to be implemented to limit the
likelihood of similar future deviations.  The decision in 1994 to exit the
general agency marketing division resulted in a $.5 million improvement in
earnings compared to the first quarter 1994.  The pre-need business had a
pretax earnings decrease of $.4 million -- primarily related to an adverse
claims deviation of $.4 million in one of the companies acquired in 1994, and
realized investment losses.  The Company believes that the claims deviation in
pre-need reflects the inherent variability of claims, and is not indicative of
a negative trend.  The two 1994 acquisitions contributed approximately a $.7
million increase compared to the prior year's first quarter, with Pierce
National Life Insurance Company experiencing a decrease of $1.1 million due to
realized investment losses of $1.0 million.  Other factors affecting the
earnings of the insurance operations were continued favorable lapse experience
and expense controls which resulted in favorable comparisons for amortization
of deferred acquisition costs and general expenses.

The $1.5 million (46%) increase in pretax earnings from broadcasting operations
was largely due to a significant increase in national revenues coupled with
higher network compensation.  On February 28, 1995, the Company completed the
acquisition of WLOX-TV in Biloxi, Mississippi.  This acquisition did not have a
material effect on first quarter earnings.

The $1.5 million increase in the parent company's before-tax loss was a result
of higher interest expense due to the impact of rising interest rates on the
Company's borrowings, partially offset by income from real estate land and lot
sales.


                                       8
<PAGE>   9

Consolidated revenues increased $23.9 million (20%) for the quarter due to a
$19.2 million (20%) increase in revenues from the insurance operations, a $3.5
million (17%) increase in broadcasting revenues, and an increase of $1.1
million in the parent company.  Excluding the impact of realized investment
gains and losses, consolidated revenues increased $27.3 million (23%).

Insurance premiums increased $16.3 million (24%) in the first quarter due
primarily to additional premiums of $13.4 million from the pre-need group, with
the 1994 acquisitions -- American Funeral and North American -- contributing an
increase of $8.9 million and Pierce National contributing an incremental $4.5
million.  Premiums in Liberty Life increased by $2.6 million primarily due to
the impact of State National being included during the first quarter of 1995,
but not included in 1994.

The $6.7 million (24%) increase in net investment income for the quarter was
also primarily due to the acquisitions.  The pre-need acquisitions contributed
an increase of  $3.5 million and the home service acquisition contributed
approximately $.6 million.

Realized investment losses of $1.9 million were due to the Company's efforts to
restructure the investment portfolio and take advantage of available market
conditions to sell securities with yields lower than those currently available.

Broadcasting revenues for the quarter, up $3.5 million (17%), benefited
primarily from a $1.0 million increase in national revenues, a $1.6 million
increase in local revenues, as well as increased network compensation of $1.2
million.  Revenues related to Cosmos' cable operations, which began last year,
were up $.5 million.  The acquisition of WLOX-TV contributed $1.1 million of
the revenue increase.

The $14.9 million (31%) increase in policy benefits was primarily due to the
new acquisitions, as well as the unfavorable claims experience in mortgage
protection and in one of the pre-need companies acquired in 1994.  The total
variance caused by the deviations was $1.9 million .  Additionally, the $1.5
million (13%) increase in commissions and the $3.0 million (23%) increase in
general expenses were also due to the acquisitions.

The 3% increase in amortization of deferred acquisition costs was also a
function of the new acquisitions; offset by continued reduction of deferred
acquisition costs amortization due to improvement in lapses in both home
service and mortgage protection.

Broadcasting expenses were up 11% for the quarter due to the additional
expenses associated with its cable operations as well as a month of expenses
related to the WLOX operation.

INVESTMENTS

As of March 31, 1995, approximately 68% of the Company's $1.8 billion
consolidated invested assets were in bonds with an overall average credit
rating of AA. Less than 5% of the bond portfolio was rated below investment
grade.


                                       9
<PAGE>   10

Approximately 57% of the Company's $1.2 billion bond portfolio at March 31,
1995, was comprised of mortgage-backed securities compared to 54% at December
31, 1994.  Certain mortgage-backed securities are subject to significant
prepayment risk due to changes in interest rates.  In periods of declining
interest rates, mortgages may be repaid more rapidly than scheduled as
borrowers refinance higher rate mortgages to take advantage of the lower
current rates.  As a result, holders of mortgage-backed securities may receive
large prepayments on their investments which cannot be reinvested at interest
rates comparable to the rates on the prepaid mortgages.  In a rising interest
rate environment refinancings are significantly curtailed and the payments to
the holders of the securities decline, limiting the ability of the holder to
reinvest at the higher interest rates.  Mortgage-backed pass-through
securities and sequential collateralized mortgage obligations ("CMO's"), which
comprised 16% of the book value of the Company's mortgage-backed securities at
March 31, 1995, and 17% at December 31, 1994, are sensitive to prepayment or
extension risk.

The remaining 84% of the Company's mortgage-backed investment portfolio at
March 31, 1995, consisted of planned amortization class ("PAC") instruments
compared to approximately 83% at December 31, 1994.  These investments are
designed to amortize in a more predictable manner by shifting the primary
prepayment and extension risk of the underlying collateral to investors in
other tranches of the CMO.

Mortgage loans of $199.2 million comprised 11% of the consolidated investment
portfolio at March 31, 1995.  Substantially all of these mortgage loans are
commercial mortgages with a loan to value ratio not exceeding 75% when made.
These loans are concentrated in the southeast primarily in the states of North
Carolina, South Carolina, Georgia, Florida, Virginia, and Tennessee.

Investment real estate at March 31, 1995, of $139.2 million comprised 8% of the
consolidated investment portfolio compared to 8% at December 31, 1994.  Four
key property types made up approximately 90% of the Company's real estate
investment assets: residential land development, business parks, business
property rentals and shopping centers.

The majority of the Company's investment real estate is located in South
Carolina, Florida, Georgia, and North Carolina.

FINANCIAL POSITION

As a result of the first quarter acquisition of WLOX-TV, the Company's
consolidated assets increased approximately $41.0 million.  Based on a
preliminary appraisal of the assets acquired, approximately $11.8 million has
been classified as buildings and equipment with the remainder classified as
intangibles related to television operations.  Additionally, the Company s
notes, mortgages and other debt increased by approximately $20.0 million, and
convertible preferred stock was issued totaling $21.0 million.

The Company adopted SFAS No. 115, "Accounting for Certain Investments in Debt
and Equity Securities" on January 1, 1994, As of March 31, 1995, the Company
reported an unrealized loss of $21.1 million on fixed maturity securities
available for sale and equity securities.  This compares with an unrealized
loss of $53.1 million at December 31, 1994.  Fixed maturities held to maturity
had an unrealized gain of $20.1 million which is not reported in the balance
sheet, since these securities continue to be carried at cost under SFAS No.
115.


                                      10
<PAGE>   11

CAPITAL, FINANCING AND LIQUIDITY

The Company's net cash flow from operating activities was $19.6 million for the
first three months of 1995 compared to $11.3 million for the same period of
1994.  The Company's net cash used in investing activities was $45.5 million,
and cash flow provided from financing activities was $15.9 million.  As a
result of its activities, the Company had a $9.9 million decrease in cash
compared to an increase of $35.9 million in the same period in 1994.  The net
cash used in investing activities was primarily related to net cash paid on the
purchase of WLOX-TV and the purchase of various investment real estate
properties.  The net cash provided from financing activities was primarily from
proceeds from borrowings net of principal payments on debt.  The proceeds from
borrowings were used to partially finance the acquisition of WLOX.

As discussed in the Company's annual report on Form 10K for the year ended
December 31, 1994, the Company refinanced its credit facility on March 21,
1995.

At March 31, 1995, the Company's borrowings and notes payable amounted to
$252.1 million, an increase from the $231.6 million outstanding at December 31,
1994.  The increase was primarily a function of borrowings and notes payable
related to the WLOX acquisition.  The total purchase price of $41.0 million was
funded by  borrowing approximately $5.7 million against the credit facility,
issuing notes payable totaling $13.5 million, and issuing a new class of
convertible preferred stock totaling $21.0 million.  The preferred stock has a
stated value of $35.00 per share and will pay an annual dividend of 5%.  The
preferred stock is convertible at any time by the holder into one share of the
Company's common stock.  Additionally, the Company may redeem the preferred
stock at any time beginning five years and one month after the date of issuance
for cash, common stock of the Company, or a combination of them both.  The
1995-A Series Cumulative Convertible Preferred Stock was only issued to WLOX
shareholders in connection with the acquisition of the company and no
additional shares of this Series were made available to the public.

The Company has historically entered into various interest rate swaps and caps
to help minimize the impact of a potential significant rise in short term
interest rates.  Currently the Company is utilizing interest rate caps (which
are more fully described in the Company's 1994 Annual Report to Shareholders),
but has not been party to interest rate swaps since the last agreements
terminated in October 1993.  The Company has not used interest rate swaps or
any other derivative financial instruments to manage its interest rate exposure
on interest sensitive universal-life type products.  At the Company's election,
interest rates for these products can be re-set quarterly.

Other Company commitments are shown in Note 5 contained in the accompanying
financial statements.  Additional detail as to commitments and financing is
contained in the Notes to the Consolidated Financial Statements in the
company's annual report on Form 10K for the year ended December 31, 1994.

Further discussion of investments and valuation is contained in Notes 1 and 2
to the Consolidated Financial Statements in the company's annual report on Form
10K for the year ended December 31, 1994.


                                      11
<PAGE>   12

ACCOUNTING DEVELOPMENTS

The Company adopted Statement of Financial Accounting Standard No. 114,
"Accounting by Creditors for Impairments of a Loan" ("SFAS No. 114"), on
January 1, 1995.  This standard requires the Company to recognize impairments
of loans by establishing a valuation allowance that will result in
corresponding future charges to income.  The allowance for credit losses is
based on discounted cash flows using the loan's initial effective interest rate
or the fair value of the collateral for certain collateral dependent loans.
Prior to adopting this standard, The Company did not have an allowance for
credit losses related to mortgage loans.  Instead, the Company used a direct
write-off method on impaired loans through a specific identification approach.
The impact of recognizing the initial allowance for credit losses was $.6
million for the first quarter of 1995.  For additional information on SFAS No.
114, see Note 2 to the accompanying financial statements.


               PART II, ITEM 6.  EXHIBIT AND REPORTS ON FORM 8-K

         (a)     A list of the exhibits filed with this report is included in 
                 the Index to Exhibits filed  herewith.

         (b)     The filing of Form 8-K was not required during the first 
                 quarter of 1995.


                               INDEX TO EXHIBITS


EXHIBIT 11     Consolidated Earnings Per Share Computation
EXHIBIT 27     Financial Data Schedule (Electronic Filing Only)


                                      12
<PAGE>   13

                                   SIGNATURES




Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.





THE LIBERTY CORPORATION                                     Date:  May 5, 1995
- -------------------------
(Registrant)




/s/  H. Ray Eanes
- -------------------------
H. Ray Eanes
Senior Vice President Finance & Treasurer




/s/  John P. Smith
- -------------------------
John P. Smith
Corporate Controller


                                      13

<PAGE>   1

                                                                      EXHIBIT 11

                    THE LIBERTY CORPORATION AND SUBSIDIARIES
                  CONSOLIDATED EARNINGS PER SHARE COMPUTATION
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                                                      Three Months Ended March 31,
                                                                                      ----------------------------

                                                                                       1995                1994
                                                                                       ----                ----
              <S>                                                                  <C>                  <C>
              PRIMARY SHARES
              --------------
              Common shares outstanding - end of period                             19,879,089           19,569,194

              Weighted average common shares outstanding                            19,852,637           19,521,828

              Weighted average common stock options outstanding                         73,498               87,671

              Preferred stock considered a common stock equivalent                     206,662                  ---
                                                                                    ----------           ----------

              Total primary shares                                                  20,132,797           19,609,499
                                                                                    ==========           ==========

              FULLY DILUTED SHARES
              --------------------

              Weighted average common shares outstanding                            19,852,637           19,521,828

              Weighted average common stock options outstanding                         99,853               87,839

              Preferred stock considered a common stock equivalent                     206,662                  ---

              Assumed conversion of redeemable preferred stock not considered a
              common stock equivalent                                                1,266,148              239,642
                                                                                    ----------           ----------

              Total fully diluted shares                                            21,425,300           19,849,129
                                                                                    ==========           ==========

              NET INCOME
              ----------
              Earnings                                                             $10,538,000          $10,573,000
                                                                                    ==========           ==========

              PREFERRED STOCK DIVIDENDS ON REDEEMABLE 
              ----------------------------------------
                 PREFERRED STOCK 
              -------------------
              Dividends                                                            $   665,000          $   122,000
                                                                                    ==========           ==========


              Primary earnings per share (net income minus preferred dividends
              divided by total primary shares)                                     $       .49          $       .53

              Fully diluted earnings per share (net income divided by total        $       .49          $       .53
              fully diluted shares)
                                   
</TABLE>


                                      14

<TABLE> <S> <C>

<ARTICLE> 7
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF LIBERTY CORPORATION FOR THE QUARTER ENDED MARCH 31,
1995, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               MAR-31-1995
<DEBT-HELD-FOR-SALE>                           950,343
<DEBT-CARRYING-VALUE>                          293,879
<DEBT-MARKET-VALUE>                            313,939
<EQUITIES>                                      80,370
<MORTGAGE>                                     199,233
<REAL-ESTATE>                                  139,203
<TOTAL-INVEST>                               1,811,818
<CASH>                                          41,480
<RECOVER-REINSURE>                             261,366
<DEFERRED-ACQUISITION>                         359,856
<TOTAL-ASSETS>                               2,787,146
<POLICY-LOSSES>                              1,757,044
<UNEARNED-PREMIUMS>                                  0
<POLICY-OTHER>                                  26,221
<POLICY-HOLDER-FUNDS>                           28,279
<NOTES-PAYABLE>                                252,099
<COMMON>                                       153,845
                           45,801
                                     21,000
<OTHER-SE>                                     281,882
<TOTAL-LIABILITY-AND-EQUITY>                 2,787,146
                                      83,106
<INVESTMENT-INCOME>                             35,240
<INVESTMENT-GAINS>                              (1,874)
<OTHER-INCOME>                                  27,013
<BENEFITS>                                      62,648
<UNDERWRITING-AMORTIZATION>                     10,677
<UNDERWRITING-OTHER>                            29,040
<INCOME-PRETAX>                                 16,080
<INCOME-TAX>                                     5,542
<INCOME-CONTINUING>                             10,538
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    10,538
<EPS-PRIMARY>                                      .49
<EPS-DILUTED>                                      .49
<RESERVE-OPEN>                                       0
<PROVISION-CURRENT>                                  0
<PROVISION-PRIOR>                                    0
<PAYMENTS-CURRENT>                                   0
<PAYMENTS-PRIOR>                                     0
<RESERVE-CLOSE>                                      0
<CUMULATIVE-DEFICIENCY>                              0
        

</TABLE>


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