<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended September 30, 1999 Commission File No. 33-62895
-------------------------------------------------------------------------
John Hancock Variable Life Insurance Company
--------------------------------------------
(Exact name of registrant as specified in its charter)
Massachusetts 04-2664016
------------- ----------
(State or other jurisdiction (I.R.S. Employer incorporation
of organization) or Identification No.)
200 Clarendon Street, Boston, Massachusetts 02117
------------------------------------------- -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (617)572-8050
-------------
None
----
(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) been subject to such filing requirements
for the past 90 days.
Yes X No
- -
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
<TABLE>
<CAPTION>
<S> <C>
Class Shares Outstanding at September 30, 1999
- ----- ----------------------------------------
common stock, $50 par value 50,000
</TABLE>
<PAGE>
JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY
--------------------------------------------
FORM 10-Q
FOR THE QUARTER ENDED SEPTEMBER 30, 1999
TABLE OF CONTENTS
PART I.
FINANCIAL INFORMATION
<TABLE>
<CAPTION>
Page
<S> <C>
Item 1. Unaudited Financial Statements
Statements of Financial Position as of September 30,
1999 and December 31, 1998......................................... 1
Statements of Operations and Unassigned Deficit
for the Three Months and for the Nine Months
Ended September 30, 1999 and 1998.................................. 2
Statements of Cash Flows for the Nine Months
Ended September 30, 1999 and 1998.................................. 3
Statements of Stockholder's Equity for the
Nine Months Ended September 30, 1999 and 1998...................... 4
Condensed Notes to Financial Statements............................ 5
Item 2. Management's Discussion and Analysis.......................... 6
PART II.
OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.............................. 14
</TABLE>
<PAGE>
PART I.
FINANCIAL INFORMATION
ITEM 1. Unaudited Financial Statements
JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY
STATEMENTS OF FINANCIAL POSITION
<TABLE>
<CAPTION>
(Unaudited)
September 30 December 31
1999 1998
--------- --------------
(In millions)
<S> <C> <C>
ASSETS
Bonds........................................... $1,246.0 $1,185.8
Preferred stocks................................ 33.9 36.5
Common stocks................................... 2.0 3.1
Investment in affiliates........................ 80.8 81.7
Mortgage loans on real estate................... 416.2 388.1
Real estate..................................... 24.9 41.0
Policy loans.................................... 163.3 137.7
Cash items:
Cash in banks.................................. (6.3) 11.4
Temporary cash investments..................... 79.1 8.5
-------------------------
72.8 19.9
Premiums due and deferred....................... 29.3 32.7
Investment income due and accrued............... 38.2 29.8
Other general account assets.................... 75.8 47.5
Assets held in separate accounts................ 7,259.0 6,595.2
-------- --------
TOTAL ASSETS.................. $9,442.2 $8,599.0
======== ========
OBLIGATIONS AND STOCKHOLDER'S EQUITY
OBLIGATIONS
Policy reserves................................. $1,807.6 $1,652.0
Federal income and other taxes payable.......... 43.7 44.3
Other general account obligations............... 318.2 150.9
Transfers from separate account, net............ (330.1) (190.3)
Asset valuation reserve......................... 23.8 21.9
Obligations related to separate accounts........ 7,253.0 6,589.4
-------- --------
TOTAL OBLIGATIONS............. 9,116.2 8,268.2
STOCKHOLDER'S EQUITY
Common Stock, $50 par value; authorized 50,000
shares; issued and outstanding 50,000 shares 2.5 2.5
Paid-in capital................................. 547.9 377.5
Unassigned deficit.............................. (224.4) (49.2)
-------- --------
TOTAL STOCKHOLDER'S EQUITY.... 326.0 330.8
-------- --------
TOTAL OBLIGATIONS AND STOCKHOLDER'S EQUITY. $9,442.2 $8,599.0
======== ========
</TABLE>
See condensed notes to the financial statements (unaudited).
1
<PAGE>
JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY
STATEMENTS OF OPERATIONS AND UNASSIGNED DEFICIT
<TABLE>
<CAPTION>
(Unaudited)
Three months ended Nine months ended
September 30 September 30
----------------------- -----------------------
1999 1998 1999 1998
---------- ---------- ---------- ----------
(In millions)
<S> <C> <C> <C> <C>
INCOME
Premiums.............................................. $236.9 $274.7 $689.1 $1,047.3
Net investment income................................. 35.0 28.6 99.4 86.5
Other, net............................................ 162.9 181.5 424.8 459.2
------- ------- ------- --------
434.8 484.8 1,213.3 1,593.0
BENEFITS AND EXPENSES
Payments to policyholders and beneficiaries........... 91.5 74.4 265.9 224.6
Additions to reserves to provide for future payments
to policyholders and beneficiaries.................. 223.0 333.1 659.8 1,124.0
Expenses of providing service to policyholders and
obtaining new insurance............................. 71.8 55.4 225.3 196.7
State and miscellaneous taxes......................... 5.0 6.0 15.9 23.5
------- ------- ------- --------
391.3 468.9 1,166.9 1,568.8
------- ------- ------- --------
GAIN FROM OPERATIONS BEFORE
FEDERAL INCOME TAXES AND NET
REALIZED CAPITAL GAINS (LOSSES)... 43.5 15.9 46.4 24.2
Federal income taxes................................... 20.8 7.6 20.4 13.6
-------- -------- ------- --------
GAIN FROM OPERATIONS BEFORE NET
REALIZED CAPITAL GAINS (LOSSES)... 22.7 8.3 26.0 10.6
Net realized capital gains (losses).................... 1.4 0.3 0.4 (0.6)
------- ------- ------- --------
NET INCOME..... 24.1 8.6 26.4 10.0
Unassigned deficit at beginning of period.............. (52.2) (55.2) (49.2) (58.3)
Net unrealized capital gains (losses) and other
adjustments........................................... (0.4) 1.2 (3.5) 3.7
Provision for Litigation Reserve....................... (194.9) 0.0 (194.9) 0.0
Other reserves and adjustments......................... (1.0) (0.1) (3.2) (0.9)
------- ------- ------- --------
UNASSIGNED DEFICIT AT END OF PERIOD.... $(224.4) $(45.5) $(224.4) $(45.5)
======= ======= ======= ========
</TABLE>
See condensed notes to the financial statements (unaudited).
2
<PAGE>
JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
(Unaudited)
Nine months ended September 30
--------------------------------
1999 1998
-------------- ----------------
(In millions)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Insurance premiums........................... $ 691.1 $1,051.7
Net investment income........................ 92.1 81.0
Benefits to policyholders and beneficiaries.. (358.0) (203.2)
Dividends paid to policyholders.............. (19.0) (16.6)
Insurance expenses and taxes................. (268.1) (243.7)
Net transfers to separate accounts........... (519.4) (676.5)
Other, net................................... 386.7 459.7
------- --------
NET CASH PROVIDED FROM OPERATIONS......... 5.4 452.4
------- --------
CASH FLOWS USED IN INVESTING ACTIVITIES:
Bond purchases............................... (194.8) (533.8)
Bond sales................................... 61.2 192.6
Bond maturities and scheduled redemptions.... 57.5 71.9
Bond prepayments............................. 16.6 52.3
Stock purchases.............................. (1.2) (20.9)
Proceeds from stock sales.................... 3.6 1.7
Real estate purchases........................ (1.9) (2.0)
Real estate sales............................ 17.8 1.3
Other invested assets purchases.............. (4.5) 0.0
Proceeds from the sale of other invested
assets..................................... 0.0 0.2
Mortgage loans issued........................ (48.0) (76.2)
Mortgage loan repayments..................... 19.6 20.9
Other, net................................... 13.3 (443.8)
------- -------
NET CASH USED IN INVESTING ACTIVITIES..... (60.8) (735.8)
------- -------
CASH FLOWS FROM FINANCING ACTIVITIES:
Capital contribution......................... 170.4 0.0
Net increase (decrease) in short-term note
payable.................................... (62.1) 152.3
------- -------
NET CASH PROVIDED FROM FINANCING
ACTIVITIES............................... 108.3 152.3
------- -------
INCREASE/DECREASE IN CASH AND TEMPORARY CASH
INVESTMENTS............................ 52.9 (131.1)
Cash and temporary cash investments at
beginning of year............................. 19.9 143.2
------- -------
CASH AND TEMPORARY CASH
INVESTMENTS AT END OF PERIOD $ 72.8 $ 12.1
======= =======
</TABLE>
See condensed notes to the financial statements (unaudited).
3
<PAGE>
JOHN HANCOCK VARIABLE LIFE INSURANCE COMPANY
STATEMENTS OF STOCKHOLDER'S EQUITY
<TABLE>
<CAPTION>
Common Paid-In Unassigned Total
Stock Capital Deficit
------------------------------------------------
(In millions)
<S> <C> <C> <C> <C>
For the nine months ended September 30, 1998
(unaudited)
Balance at January 1, 1998 $2.5 $377.5 $(58.3) $321.7
1998 Transactions:
Capital Contribution
Net gain 10.0 10.0
Net unrealized capital gains and other
adjustments 3.7 3.7
Other reserves and adjustments (0.9) (0.9)
------------------------------------------------
Balance at September 30, 1998 $2.5 $377.5 $(45.5) $334.5
================================================
For the nine months ended September 30, 1999
(unaudited)
Balance at January 1, 1999 $2.5 $377.5 $(49.2) $330.8
1999 Transactions:
Capital Contribution 170.4 170.4
Net gain 26.4 26.4
Net unrealized capital gains and other
adjustments (3.5) (3.5)
Provision for Litigation Reserve (194.9) (194.9)
Other reserves and adjustments (3.2) (3.2)
-------------------------------------------------
Balance at September 30, 1999 $2.5 $547.9 $(224.4) $326.0
=================================================
</TABLE>
See condensed notes to the financial statements (unaudited).
4
<PAGE>
NOTE 1--BASIS OF PRESENTATION
The accompanying unaudited interim financial statements have been prepared on
the basis of accounting practices prescribed or permitted by the Commonwealth of
Massachusetts Division of Insurance and in conformity with the practices of the
National Association of Insurance Commissioners, which practices differ from
generally accepted accounting principles (GAAP). Pursuant to Financial
Accounting Standard Board Interpretation 40, "Applicability of General Accepted
Accounting Principles to Mutual Life Insurance and Other Enterprises" (FIN 40),
as amended which was effective for 1996 financial statements, financial
statements based on statutory accounting practices can no longer be described as
prepared in conformity with GAAP.
In the opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included.
Operating results for the nine-month period ended September 30,1999 are not
necessarily indicative of the results that may be expected for the year ended
December 31, 1999.
5
<PAGE>
ITEM 2. Management's Discussion and Analysis
MANAGEMENT DISCUSSION AND ANALYSIS
Financial condition
During the past nine months, JHVLICO's total assets grew primarily due to
the growth in the total assets of the JHVLICO's separate accounts. Likewise, its
total obligations grew. Total shareholder's equity slightly decreased during
this period. The following chart shows a percentage growth in both total assets
and obligations, and a percentage decrease in total shareholder equity for the
nine-month period ending September 30, 1999:
<TABLE>
<CAPTION>
September 30, December 31,
1999 1998
---- ----
(In Millions) % Change
- -------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Total assets - JHVLICO $9,442.2 $8,599.0 9.8%
- -------------------------------------------------------------------------------------------------
Total assets - JHVLICO separate accounts $7,259.0 $6,595.2 10.1%
- -------------------------------------------------------------------------------------------------
Total obligations - JHVLICO $9,116.2 $8,268.2 10.3%
- -------------------------------------------------------------------------------------------------
Total obligations - JHVLICO separate accounts $7,253.0 $6,589.4 10.1%
- -------------------------------------------------------------------------------------------------
Total shareholder's equity $ 326.0 $ 330.8 (1.5%)
- -------------------------------------------------------------------------------------------------
</TABLE>
Separate account assets and liabilities consist primarily of the fund balances
associated with JHVLICO's variable life and annuity business. The asset
holdings include fixed income, equity growth, total return real estate, global,
and international mutual funds with liabilities representing amounts due to
policyholders.
Investments
JHVLICO's bond portfolio remains highly diversified. It maintains the
diversity of its bond portfolio by
(1) investing in a wide variety of geographic regions and industry groups,
and
(2) limiting the size of individual investment relative to the total
portfolio.
JHVLICO invests new money predominantly in long-term investment grade corporate
bonds. As a result, 87.3% of JHVLICO's general account bonds were investment
grade bonds, and 9.6% were medium grade bonds as of September 30, 1999. The
corresponding percentages as of December 31, 1998, were 86.1% and 10.8%,
respectively. For medium grade bonds, JHVLICO invests mostly in private
placements that provide long-term financing for medium size companies. These
bonds typically are protected by individually negotiated financial covenants
and/or collateral. As of September 30, 1999, the remaining 3.1% of JHVLICO's
total general account bonds consisted of lower grade bonds and bonds in default.
Bonds in default represent 0.5% of JHVLICO's general account bonds.
6
<PAGE>
Management believes JHVLICO's commercial mortgage lending practices
continue to be strong. JHVLICO generally makes mortgage loans against properties
with proven track records and high occupancy levels. Typically, JHVLICO does not
make construction or condominium loans nor lend more than 75% of the property's
value at the time of the loan. JHVLICO uses a computer based mortgage risk
analysis system in managing the credit risk related to its mortgage loans.
JHVLICO has outstanding commitments to purchase long-term bonds and issue
real estate mortgages totaling $15.0 million and $4.1 million, respectively, at
September 30, 1999. The corresponding amounts at December 31, 1998 were $5.9
million and $24.8 million, respectively. JHVLICO monitors the creditworthiness
of borrowers under long-term bond commitments and requires collateral as deemed
necessary. If funded, loans related to real estate mortgages would be fully
collateralized by the related properties. Most of the commitments at
September 30, 1999 expire in 1999 and 2000.
Reserves and obligations
JHVLICO's obligations consist primarily of aggregate reserves for life and
annuity policies and contracts. As of September 30, 1999, JHVLICO's general
account reserves totaled $1,807.6 million and its separate account obligations
totaled $7,253.0 million. As of December 31, 1998, the corresponding amounts
were $1,652.0 million and $6,589.4 million, respectively. JHVLICO computes these
liabilities in accordance with commonly accepted actuarial standards. Its
actuarial assumptions are in accordance with, or more conservative than, those
called for in state regulations. All reserves meet the requirements of
Massachusetts insurance laws.
Every year, JHVLICO performs reserve adequacy testing, usually during the
fourth quarter. Intensive asset adequacy testing was performed in 1998 for the
vast majority of reserves.During 1999 and 1998, JHVLICO made no refinements to
reserves.
JHVLICO's investment reserves include the asset valuation reserve ("AVR"),
and interest maintenance reserve ("IMR") required by the NAIC and state
insurance regulatory authorities. The AVR stabilizes statutory surplus from non-
interest related fluctuations in the market value of bonds, stocks, mortgage
loans, real estate and other invested assets. The AVR generally captures
realized and unrealized capital gains or losses on such assets, other than those
resulting from interest rate changes.
Each year, the amount of an insurer's AVR will fluctuate as the non-
interest related capital gains and/or losses are absorbed by the reserve. To
adjust for such changes over time, an annual contribution must be made to the
AVR equal to 20% of the difference between the AVR reserve objective (as
determined annually according to the type and quality of an insurer's assets)
and the actual AVR.
JHVLICO includes the AVR in its obligations. Its AVR was $23.8 million at
September 30, 1999, and $21.9 million as of December 31, 1998. During 1998,
7
<PAGE>
JHVLICO made a voluntary contribution of $0.7 million to the AVR. Such
contributions may result in a slower rate of growth of, or a reduction to,
shareholder's equity. During 1999 there have been no voluntary contributions to
the AVR. Changes in the AVR are accounted for as direct increases or decreases
in shareholder equity. The impact of the AVR on JHVLICO's shareholder's equity
position will depend, in part, on JHVLICO's investment portfolio.
IMR captures realized capital gains and losses (net of taxes) on fixed
income investments (primarily bonds and mortgage loans) resulting from changes
in interest rate levels. JHVLICO does not reflect these amounts in its
shareholder equity account but amortizes them into net investment income over
the estimated remaining lives of the investments disposed. At September 30, 1999
and December 31, 1998, JHVLICO's IMR balance was $8.9 million and $10.7 million,
respectively. The impact of the IMR on JHVLICO's shareholder equity depends upon
the amount of future interest related capital gains and losses on fixed income
investments.
Results of operations
For the nine months ending September 30, 1999, net gain from operations,
before net realized capital gains/losses, totaled $26.0 million, $15.4 million
higher than the same period during 1998. For the quarter ending September 30,
1999, net gain from operations, before net realized capital gains/losses,
totaled $22.7 million, $14.4 million higher than the same period during 1998.
Operating income is higher primarily as a result of lower acquisition expenses
and premium taxes due to the lack of bank owned life insurance sales in 1999.
The quarter ending September 30, 1999 results were further improved by an
expense reimbursement adjustment under a modified coinsurance agreement in the
variable annuity line of business.
For the nine months ending September 30, 1999, total revenues decreased by
23.8% (or $379.7 million) to $1,213.3 million as compared to the same period in
1998. For the quarter ending September 30, 1999, total revenues decreased by
10.3% (or $50.0 million) to $434.8 million as compared to the same period in
1998. For the nine months ending September 30, 1999, premium, net of premium
ceded to reinsurers, decreased by 34.2% (or $358.2 million) to $689.1 million as
compared to the same period during 1998. This decrease in premium is primarily
due to large ($335.0 million) single premium bank owned life insurance sales
occurring during the nine months ending September 30, 1998, which have not
recurred during the nine months ending September 30, 1999. For the quarter
ending September 30, 1999, premium, net of premium ceded to reinsurers,
decreased by 13.8% (or $37.8 million) to $236.9 million as compared to the same
period during 1998. This decrease can also be attributable to $25.0 million of
bank owned life insurance sales occurring during the quarter ending September
30, 1998 which have not recurred during the quarter ending September 30, 1999.
For the nine months ending September 30, 1999 net investment income increased by
14.9% (or $12.9 million) to $99.4 million as compared to the same period during
1998. For the quarter ending September 30, 1999 net investment income increased
by 22.4% (or $6.4 million) to $35.0
8
<PAGE>
million as compared to the same period during 1998. These increases can be
attributed to an increase in gross income on long-term bonds and real estate
mortgages. The increases can both be attributed to an increased average asset
base. For the nine months ending September 30, 1999, and for the quarter ending
September 30, 1999, other income decreased by $34.4 million and $18.6 million
respectively compared to the same periods in 1998. These decreases were
primarily attributable to the decrease in reserve adjustments on reinsurance
ceded.
For the nine months ending September 30, 1999, total benefits and expenses
decreased by 25.6% (or $401.9 million) to $1,166.9 million as compared to the
same period during 1998. For the quarter ending September 30, 1999, total
benefits and expenses decreased by 16.5% (or $77.6 million) to $391.3 million as
compared to the same period during 1998. For the nine months ending September
30, 1999, benefit payments and additions to reserves decreased by 31.4% (or
$422.9 million) to $925.7 million as compared to the same period during 1998.
For the quarter ending September 30, 1999, benefit payments and additions to
reserves decreased by 22.8% (or $93.0 million) to $314.5 million as compared to
the same period during 1998. These decreases were primarily the result of a bank
owned life insurance reserve increase in the first nine months of 1998 of $365.5
million that did not recur in 1999. For the nine months ending September 30,
1999, insurance expenses increased by 14.5% (or $28.6 million) to $225.3 million
as compared to the same period during 1998. For the quarter ending September 30,
1999, insurance expenses increased by 29.6% (or $16.4 million) to $71.8 million
as compared to the same period during 1998. This consists of a $3.6 million
increase in commission expenses, and a $12.8 million increase in the expenses of
providing services to policyholders.
Liquidity and capital resources
JHVLICO's liquidity resources for the period ending September 30, 1999 and
December 31, 1998 were as follows:
<TABLE>
<CAPTION>
September 30, December 31,
1999 1998
---- ----
Type of investment (in millions)
- --------------------------------------------------------------------------------
<S> <C> <C>
Cash and short-term investments $ 72.8 $ 19.9
- --------------------------------------------------------------------------------
Public bonds $610.1 $461.9
- --------------------------------------------------------------------------------
Investment grade private placement bonds $538.4 $619.9
- --------------------------------------------------------------------------------
</TABLE>
In addition, JHVLICO's separate accounts are highly liquid and available to meet
most outflow needs for variable life insurance.
JHVLICO's management believes the liquidity resources above of $1,221.3
million as of September 30, 1999, strongly position JHVLICO to meet all its
obligations to policyholders and others. Funds provided by normal operations
generally satisfy JHVLICO's financing needs. There were no outstanding
borrowings as of September 30,
9
<PAGE>
1999. As of December 31, 1998, JHVLICO had $61.9 million in outstanding
borrowings from an affiliate.
Total surplus, also known as stockholder's equity, plus the AVR, amounted
to $349.8 million as of September 30, 1999, and $352.7 million as of
December 31, 1998. The current statutory accounting treatment of taxes for
deferred acquisition costs ("DAC taxes") currently results in a reduction to
JHVLICO's surplus. This reduction will persist during periods of growth in new
business. DAC taxes result from federal income tax law that approximates
acquisition expenses, and then spreads the corresponding tax deduction over a
period of years. As a result, the DAC tax is collected immediately and
subsequently returned through tax deductions in later years.
Since it began operations, JHVLICO has received a total of $552.2 million
in capital contributions from John Hancock Mutual Life Insurance Company ("John
Hancock"), its parent company, of which $547.9 million is credited to paid-in
capital and $2.5 million was credited to capital stock as of September 30, 1999.
In 1993, JHVLICO returned $1.8 million of capital to John Hancock. To support
JHVLICO's operations, for the indefinite future, John Hancock will continue to
make capital contributions, if necessary, to ensure that JHVLICO maintains a
shareholder's equity of at least $1.0 million. JHVLICO's stockholder's equity,
net of unassigned deficit, amounted to $326.0 million at September 30, 1999, and
$330.8 million at December 31, 1998.
In December, 1992, the NAIC approved risk-based capital ("RBC") standards
for life insurance companies. It also approved a model act (the "RBC Model Act")
to apply such standards at the state level. The RBC Model Act requires life
insurers to submit an annual RBC report comparing JHVLICO's total adjusted
capital (statutory surplus plus AVR, voluntary investment reserves, and one-half
the apportioned dividend liability) with its risk-based capital as calculated by
an RBC formula. The formula takes into account the risk characteristics of the
company's investments and products. Insurance regulators use the formula as an
early warning tool to identify possible weakly capitalized companies for
purposes of initiating further regulatory action, not as a means to rank
insurers. As of September 30, 1999, JHVLICO's total adjusted capital as defined
by the NAIC was well in excess of the RBC standards.
Year 2000 impact
JHVLICO relies on John Hancock for information processing services. John
Hancock has deployed and is executing its plan to address the impact of the Year
2000 issues that result from computer programs being written using two digits to
reflect the year rather than four to define the applicable year and century.
Historically, the first two digits were hardcoded to save memory. Many of John
Hancock's computer programs that have date-sensitive software may recognize a
date using "00" as the year 1900 rather than the Year 2000. This could result in
an information technology (IT) system failure or miscalculations causing
disruptions of operations, including, among other things, a temporary inability
to process transactions or send invoices, settlements of trades to
10
<PAGE>
fail, incomplete or inaccurate accounting, recording or processing trades in
securities, or failure to engage in similar normal business activities. In
addition, non-IT systems including, but not limited to, security alarms,
elevators and telephones are subject to malfunction due to their dependence on
embedded technology such as microcontrollers for proper operation. As described,
the Year 2000 project presents a number of challenges for financial institutions
since the correction of Year 2000 issues in IT and non-IT systems will be
complex and costly for the entire industry.
John Hancock began to address the Year 2000 project as early as 1994. John
Hancock's plan to address the Year 2000 Project includes an awareness campaign,
an assessment period, a renovation stage, validation work and an implementation
of solutions.
The continuous awareness campaign serves several purposes: defining the problem,
gaining executive level support and sponsorship, establishing a team and overall
strategy, and assessing existing information system management resources.
Additionally, the awareness campaign establishes an education process to ensure
that all employees are aware of the Year 2000 issue and knowledgeable of their
role in securing solutions.
The assessment phase, which was completed for both IT and non-IT systems as of
April 1998, included the identification, inventory, analysis, and prioritization
of IT and non-IT systems and processes to determine their conversion or
replacement. Those systems which in the event of a Year 2000 failure would have
the greatest impact on John Hancock's operations were deemed to be mission
critical and prioritized accordingly. The systems which in the event of a Year
2000 failure would cause minimal disruption to John Hancock's operations were
classified as non-mission critical.
The renovation stage reflects the conversion, validation, replacement, or
elimination of selected platforms, applications, databases and utilities,
including the modification of applicable interfaces. Additionally, the
renovation stage includes performance, functionality, and regression testing and
implementation. The renovation phase for mission critical and non-mission
critical systems has been completed.
The validation phase consists of the compliance testing of renovated systems.
The validation phase for mission critical and non-mission critical systems has
been completed. John Hancock will use its testing facilities through the
remainder of 1999 to perform special functional testing. Special functional
testing includes testing, as required, with material third parties and industry
groups and performing reviews of "dry run" of year-end activities.
Finally, the implementation phase involves the actual implementation of
converted or replaced platforms, applications, databases, utilities, interfaces,
and contingency planning. All mission critical systems and non-mission critical
systems have been implemented.
John Hancock faces the risk that one or more of its business partners or
customers with whom it has a material relationship will not be able to interact
with its systems due to
11
<PAGE>
third party's failures to resolve its own Year 2000 issues, including those
associated with its own external relationships. John Hancock has completed an
inventory of third party relationships and prioritized each third party
relationship based upon the potential business impact, available alternatives
and cost of substitution. In the case of mission- critical business partners
such as banks, financial intermediaries (such as exchanges), mutual fund
companies and recordkeepers, IT vendors, telecommunications providers and other
utilities, financial market data providers, trading counterparties,
depositories, clearing agencies and clearing houses, John Hancock engaged in
discussions with these third parties and have obtained detailed information as
to those parties' Year 2000 plans and state of readiness. Scheduled testing of
John Hancock's material relationships with third parties is completed. John
Hancock will continue to test with other business partners through the year-end,
where appropriate. However, there is no guarantee that the systems of other
companies, upon which John Hancock's systems rely, will be timely converted or
that a failure to convert by another company, or a conversion that is
incompatible with John Hancock's systems would not have a material adverse
effect on John Hancock.
The costs of the Year 2000 project consist of internal IT personnel and external
costs such as consultants, programmers, replacement software, and hardware. The
costs of the Year 2000 project are expensed as incurred. The project is funded
partially through a reallocation of resources from discretionary projects.
Through September 30, 1999, John Hancock has incurred and expensed approximately
$19.5 million in related payroll costs for its internal IT personnel on the
project. The estimated range of remaining internal IT personnel costs of the
project is approximately $1.1 to $2.3 million. Through September 30, 1999, John
Hancock has incurred and expensed approximately $44.3 million in external costs
for the project. The estimated range of remaining external costs of the project
is approximately $4.0 to $6.1 million. The total costs of the Year 2000 project
to John Hancock, based on management's best estimates, include approximately
$21.8 million in internal IT personnel, $14.5 million in the external
modification of software, $19.7 million for external solution providers, $9.3
million in replacement costs of non-compliant IT systems and $6.9 million in
oversight, test facilities and other expenses. Accordingly, the estimated range
of total costs of the Year 2000 project to John Hancock, internal and external,
is approximately $70 to $75 million. However, there can be no guarantee that
these estimates will be realized and actual results could be materially
differerent. Specific factors that might cause such material differences
include, but are not limited to, the availability and cost of personnel trained
in this area, and similar uncertainties surrounding the actual impact of the
change to the year 2000. John Hancock's total Year 2000 project costs include
the estimated impact of external solution providers and are based on presently
available information.
It is documented in trade publications that the Year 2000 issue in foreign
countries is not being as actively addressed as in the United States.
Accordingly, it is expected that JHVLICO facilities based outside the United
States face higher degrees of Year 2000 related risk. In addition, JHVLICO has
numerous customers that hold its products. Nearly all products sold by JHVLICO
contain date sensitive data, examples of which are policy expiration dates,
birth dates, and premium payment dates. Finally, the regulated nature
12
<PAGE>
of JHVLICO's industry exposes it to potential supervisory or enforcement actions
relating to Year 2000 issues.
If the Year 2000 issues were unresolved, potential consequences would include,
among other possibilities, the inability to accurately and timely process
claims, update customers' accounts, process financial transactions, bill
customers, assess exposure to risks, determine liquidity requirements or report
accurate data to management, customers, regulators and others, as well as
business interruptions or shutdowns, including, in the case of third party
financial intermediaries such as stock exchanges and clearing agents, failed
trade settlements, inability to trade in certain markets and disruption of
funding flows; financial losses; reputational harm; increased scrutiny by
regulators; and litigation related to Year 2000 issues. John Hancock is
attempting to limit the potential impact of the Year 2000 by monitoring the
progress of its own Year 2000 project and those of material business partners
and by developing contingency plans. However, John Hancock cannot guarantee that
it will be able to resolve all of the Year 2000 issues. Any critical unresolved
Year 2000 issues, however, could have a material adverse effect on JHVLICO's
results of operations, liquidity or financial condition.
John Hancock's contingency planning initiative related to the Year 2000 project
is well underway. The contingency plans address John Hancock's readiness as well
as that of material business partners on whom John Hancock and JHVLICO depend.
John Hancock's contingency plans have been designed to keep each business unit's
operations functioning in the event of a failure or delay due to the Year 2000
record format and date calculation changes. Contingency plans were constructed
based on the foundation of extensive business resumption plans that John Hancock
has maintained and updated periodically, which outline responses to situations
that may affect critical business functions. These plans also provide emergency
operations guidance, which defines a documented order of actions to respond to
problems. These extensive business resumption plans have been enhanced to cover
Year 2000 situations. Contingency planning also includes specific plans,
staffing and timelines to carry out proactive assessments and monitoring of
equipment and systems on the actual date rollover to Year 2000. John Hancock's
millennium rollover plans have been drafted and will continue to be updated
through year-end.
13
<PAGE>
PART II.
OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
27. Financial Data Sheet
(b) Reports on Form 8-K
None.
14
<PAGE>
SIGNATURES
Pursuant to the requirements 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.
John Hancock Variable Life Insurance Company
(Registrant)
Date: November 12, 1999 /s/ Thomas J. Lee
-----------------
Thomas J. Lee
Vice President
Date: November 12, 1999 /s/ Patrick F. Smith
--------------------
Patrick F. Smith
Controller
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 7
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
STATEMENTS OF FINANCIAL POSITION AND THE STATEMENTS OF OPERATIONS AND UNASSIGNED
DEFICIT AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> SEP-30-1999
<DEBT-HELD-FOR-SALE> 1,245,965,779
<DEBT-CARRYING-VALUE> 0
<DEBT-MARKET-VALUE> 0
<EQUITIES> 116,699,080
<MORTGAGE> 416,228,687
<REAL-ESTATE> 24,902,941
<TOTAL-INVEST> 1,803,796,487
<CASH> 72,855,120
<RECOVER-REINSURE> 851,730
<DEFERRED-ACQUISITION> 0
<TOTAL-ASSETS> 9,442,240,811
<POLICY-LOSSES> 1,824,665,524
<UNEARNED-PREMIUMS> 0
<POLICY-OTHER> 0
<POLICY-HOLDER-FUNDS> 27,978,464
<NOTES-PAYABLE> (231,327)
0
0
<COMMON> 2,500,000
<OTHER-SE> 323,506,908
<TOTAL-LIABILITY-AND-EQUITY> 9,442,240,811
689,109,157
<INVESTMENT-INCOME> 99,389,099
<INVESTMENT-GAINS> 351,062
<OTHER-INCOME> 424,799,563
<BENEFITS> 925,659,935
<UNDERWRITING-AMORTIZATION> 0
<UNDERWRITING-OTHER> 0
<INCOME-PRETAX> 46,817,660
<INCOME-TAX> 20,411,815
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 26,405,845
<EPS-BASIC> 0
<EPS-DILUTED> 0
<RESERVE-OPEN> 0
<PROVISION-CURRENT> 0
<PROVISION-PRIOR> 0
<PAYMENTS-CURRENT> 0
<PAYMENTS-PRIOR> 0
<RESERVE-CLOSE> 0
<CUMULATIVE-DEFICIENCY> 0
</TABLE>
