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PROSPECTUS SUPPLEMENT
NOVEMBER 1, 1995
FOR
FORTIS MASTERS VARIABLE ANNUITY
-----------------------------------
[LOGO]
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<S> <C> <C>
MAILING ADDRESS: STREET ADDRESS:
P. O. BOX 64272 500 BIELENBERG DRIVE
ST. PAUL, MN 55164 WOODBURY, MN 55125
TELEPHONE: 1-800-800-2638
EXTENSION 3057
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98170 Ed. 11/95
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PROSPECTUS SUPPLEMENT DATED NOVEMBER 1, 1995
This Supplement adds the following information to that contained in the Fortis
Masters Variable Annuity Prospectus dated May 1, 1995:
A. Unaudited financial statements of Fortis Benefits Insurance Company as of
June 30, 1995 -- see pages 2 - 7 of this Supplement.
B. Management's Discussion and Analysis of Financial Condition and Results
of Operation With Respect to the Periods of the Unaudited Financial
Statements -- see pages 8 - 9 of this Supplement.
C. Information About Fortis Benefits' Recent Discontinuance of Certain Group
Medical Products -- see page 9 of this Supplement.
D. Information About an Inadvertent Violation by Fortis Benefits of the
Securities Act of 1933 -- see page 9 of this Supplement.
Please read this Supplement carefully. You should attach this Supplement to the
Prospectus and retain it for future reference. Terms used in this Supplement
have the same meanings as given them in the Prospectus.
A. FINANCIAL STATEMENTS
The following pages contain the unaudited financial statements of the Fortis
Benefits Insurance Company as of June 30, 1995. These financial statements
should be considered only as bearing on the ability of Fortis Benefits to meet
its obligations under the Certificates. They should not be considered as bearing
upon the investment experience of the Variable Account.
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FORTIS BENEFITS INSURANCE COMPANY
BALANCE SHEETS
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
JUNE 30, DECEMBER 31,
1995 1994
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<S> <C> <C>
ASSETS
Investments
Fixed maturities, at fair value (amortized cost:
$1,823,217 at June 30, 1995, $1,749,347 at
December 31, 1994)............................... $1,894,507 $1,674,782
Equity securities, at fair value (cost: $61,747 at
June 30, 1995, $51,937 at December 31, 1994)..... 74,890 64,552
Mortgage loans on real estate..................... 544,689 452,547
Policy loans...................................... 51,213 49,221
Short-term investments............................ 160,658 117,562
Real estate and other investments................. 12,519 13,441
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2,738,476 2,372,105
Cash.............................................. 3,577 10,888
Receivables:
Uncollected premium............................. 45,713 40,667
Reinsurance recoverable on paid and unpaid
losses......................................... 11,617 6,845
Due from affiliates............................. 3,225 2,220
Other........................................... 6,624 12,593
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67,179 62,325
Accrued investment income......................... 37,862 38,584
Deferred policy acquisition costs................. 227,206 232,198
Property and equipment, at cost, less accumulated
depreciation..................................... 57,289 56,939
Deferred federal income taxes..................... 2,017 48,509
Other assets...................................... 1,195 1,120
Assets held in separate accounts.................. 1,533,611 1,212,910
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$4,668,412 $4,035,578
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See accompanying notes.
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FORTIS BENEFITS INSURANCE COMPANY
RESERVES, LIABILITIES AND SHAREHOLDER'S EQUITY
<TABLE>
<CAPTION>
JUNE 30, DECEMBER 31,
1995 1994
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(UNAUDITED)
<S> <C> <C>
POLICY RESERVES AND LIABILITIES
Future policy benefit reserves:
Traditional life insurance...................... $ 415,111 $ 373,469
Interest sensitive and investment products...... 1,035,642 912,653
Accident and health............................. 807,071 791,745
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2,257,824 2,077,867
Unearned premiums................................. 18,261 16,145
Other policy claims and benefits payable.......... 186,721 169,864
Policyholder dividends payable.................... 7,068 6,793
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2,469,874 2,270,669
Accrued expenses.................................. 4,794 45,905
Current income taxes payable...................... 5,476 4,352
Other liabilities................................. 37,851 32,416
Liabilities related to separate accounts.......... 1,510,902 1,208,039
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4,068,897 3,561,381
SHAREHOLDER'S EQUITY
Common stock, $5 par value, 1,000,000 shares
authorized, issued and outstanding............... 5,000 5,000
Additional paid-in capital........................ 358,000 358,000
Retained earnings................................. 186,918 153,551
Unrealized gain (loss) on available-for-sale
securities, net of deferred tax expense of
$25,765 at June 30, 1995 and tax benefit of
$23,104 at December 31, 1994..................... 47,848 (42,908)
Unrealized gain on assets held in separate
accounts, net of deferred taxes of $941 at June
30, 1995 and $298 at December 31, 1994........... 1,749 554
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599,515 474,197
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$4,668,412 $4,035,578
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</TABLE>
See accompanying notes.
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FORTIS BENEFITS INSURANCE COMPANY
STATEMENTS OF INCOME
(IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
JUNE 30,
--------------------
1995 1994
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REVENUES
Insurance operations:
Traditional life insurance premiums................................. $ 62,990 $ 51,431
Interest sensitive and investment product policy charges............ 11,358 9,284
Accident and health premiums........................................ 227,736 191,357
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302,084 252,072
Net investment income................................................. 49,298 38,540
Realized gains (losses) on investments................................ 24,043 (4,665)
Other income.......................................................... 8,847 10,326
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TOTAL REVENUES........................................................ 384,272 296,273
BENEFITS AND EXPENSES
Benefits to policyholders:
Traditional life insurance.......................................... 50,950 41,765
Interest sensitive and investment products.......................... 17,398 13,300
Accident and health................................................. 185,091 154,423
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253,439 209,488
Policyholder dividends................................................ 1,128 630
Amortization of deferred policy acquisition costs..................... 12,246 8,491
Insurance commissions................................................. 23,230 21,568
General and administrative expenses................................... 60,203 53,905
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TOTAL BENEFITS AND EXPENSES........................................... 350,246 294,082
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INCOME BEFORE FEDERAL INCOME TAXES AND CUMULATIVE EFFECT OF ACCOUNTING
CHANGES.............................................................. 34,026 2,191
INCOME TAX EXPENSE (BENEFITS)
Current............................................................... 13,768 (1,090)
Deferred.............................................................. (1,940) 1,134
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11,828 44
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NET INCOME............................................................ $ 22,198 $ 2,147
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</TABLE>
See accompanying notes.
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<PAGE>
FORTIS BENEFITS INSURANCE COMPANY
STATEMENTS OF INCOME
(IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
SIX MONTHS ENDED
JUNE 30,
--------------------
1995 1994
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<S> <C> <C>
REVENUES
Insurance operations:
Traditional life insurance premiums................................. $ 120,085 $ 98,454
Interest sensitive and investment policy charges.................... 22,563 17,729
Accident and health premiums........................................ 442,820 378,021
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585,468 494,204
Net investment income................................................. 96,817 77,018
Realized gains (losses) on investments................................ 23,551 (1,128)
Other income.......................................................... 17,167 17,812
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TOTAL REVENUES........................................................ 723,003 587,906
BENEFITS AND EXPENSES
Benefits to policy holders:
Traditional life insurance.......................................... 97,305 77,174
Interest sensitive and investment products.......................... 33,553 26,108
Accident and health................................................. 354,473 307,144
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485,331 410,426
Policyholder dividends................................................ 1,876 1,408
Amortization of deferred policy acquisition costs..................... 20,992 17,264
Insurance commissions................................................. 46,092 40,500
General and administrative expenses................................... 118,018 101,177
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TOTAL BENEFITS AND EXPENSES........................................... 672,309 570,775
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INCOME BEFORE INCOME TAX EXPENSE...................................... 50,694 17,131
INCOME TAX EXPENSE (BENEFITS)
Current............................................................... 20,246 6,710
Deferred.............................................................. (3,019) (1,892)
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17,327 4,818
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NET INCOME............................................................ $ 33,367 $ 12,313
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</TABLE>
See accompanying notes.
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FORTIS BENEFITS INSURANCE COMPANY
STATEMENTS OF CASH FLOW
(IN THOUSANDS)
(UNAUDITED)
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<CAPTION>
SIX MONTHS ENDED
JUNE 30,
------------------------
1995 1994
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OPERATING ACTIVITIES
Net income........................................................ $ 33,367 $ 12,313
Adjustments to reconcile net income to net cash provided by
operating activities:
Increase in future policy benefit reserves for traditional and
interest sensitive products.................................... 44,960 51,016
Increase (decrease in other policy claims, benefits and
policyholder dividends payable................................. 17,132 (986)
Decrease in deferred federal income taxes....................... (3,019) (1,892)
Increase in income taxes payable................................ 1,124 4,783
Amortization of policy acquisition costs........................ 20,992 17,264
Policy acquisition costs deferred............................... (29,839) (27,202)
Provision for depreciation...................................... 7,284 5,748
Accrual of discount, net........................................ (1,297) (6)
Change in uncollected premiums, accrued investment income, other
receivables, unearned premiums, accrued expenses, and other
liabilities.................................................... 2,308 (25,827)
Realized (gains) losses on investments.......................... (23,551) (1,128)
Other........................................................... 500 (316)
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NET CASH PROVIDED BY OPERATING ACTIVITIES......................... 69,961 33,767
INVESTING ACTIVITIES
Purchases of fixed maturity investments........................... (1,146,459) (1,178,425)
Sales or maturities of fixed maturity investments................. 1,093,748 1,132,657
Increase (decrease) in short-term investments..................... (43,085) 11,522
Purchase of other investments..................................... (140,596) (109,646)
Sales or maturities of other investments.......................... 47,757 64,052
Purchase of property and equipment................................ (7,685) (3,017)
Other............................................................. (15,949) (952)
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NET CASH USED BY INVESTING ACTIVITIES............................. (212,269) (83,809)
FINANCING ACTIVITIES
Activities related to investment products:
Considerations received......................................... 136,088 60,768
Surrenders and death benefits................................... (23,864) (17,542)
Interest credited to policyholders.............................. 22,773 14,485
Dividends paid to shareholder..................................... 0 0
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NET CASH PROVIDED BY FINANCING ACTIVITIES......................... 134,997 57,729
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INCREASE (DECREASE) IN CASH....................................... (7,311) 7,687
Cash and cash equivalents at beginning of period.................. 10,888 6,675
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CASH AND CASH EQUIVALENTS AT END OF PERIOD........................ $ 3,577 $ 14,362
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</TABLE>
See accompanying notes.
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FORTIS BENEFITS INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 1995
(UNAUDITED)
GENERAL: The accompanying unaudited financial statements of Fortis Benefits
Insurance Company contain all adjustments necessary to present fairly the
balance sheet as of June 30, 1995 and the related statement of income for the
six months ended June 30, 1995 and 1994, and cash flows for the six months ended
June 30, 1995 and 1994.
ACQUIRED BUSINESS: In October 1991 the Company purchased certain assets and
assumed certain liabilities from the Mutual Benefits Life Insurance Company in
Rehabilitation (MBL). The seller transferred to Fortis Benefits the assets and
liabilities relating to the group life, accident and health, disability and
dental insurance business of MBL. The acquisition was accounted for as a
purchase.
Fortis Benefits purchased this business for $318 million and issued a promissory
note in the maximum amount of $200 million. Most of the purchase price was
funded by a capital contribution of $225 million from Fortis, Inc.
In accordance with the contractual agreement, additional payments were paid to
MBL based upon the persistency of the long term disability portion of the
business. Under terms of this agreement, the Company paid $6,644,000, $5,521,000
and $8,685,000 in 1994, 1993, and 1992, respectively. This additional purchase
price was accounted for a deferred policy acquisition costs. No additional
payments will be made.
Income tax payments for the six months ended June 30, 1995 and June 30, 1994
were $19,221,619 and $1,926,679 respectively.
The classification of fixed maturity investments is to be made at the time of
purchase and, prospectively, that classification is expected to be reevaluated
as of each balance sheet date. At June 30, 1995, all fixed maturity and equity
securities are classified as available-for-sale and carried at fair value.
The amortized cost and fair values of investments available-for-sale were as
follows at June 30, 1995 (in thousands)
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<CAPTION>
AMORTIZED UNREALIZED UNREALIZED FAIR
COST GAIN LOSS VALUE
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<S> <C> <C> <C> <C>
Fixed Income
Securities:
Governments............................. $ 658,843 $ 32,527 $ 2,710 $ 688,660
Public Utilities........................ 52,312 3,941 6 56,247
Industrial and miscellaneous............ 1,091,975 41,482 5,531 1,127,926
Other................................... 20,087 1,587 0 21,674
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Total..................................... 1,823,217 79,537 8,247 1,894,507
Equity Services........................... 61,747 16,306 3,163 74,890
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$1,884,964 $ 95,843 $ 11,410 $1,969,397
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B.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITIONS AND RESULTS OF OPERATIONS
JUNE YEAR-TO-DATE AND SECOND QUARTER 1995 COMPARED TO
JUNE YEAR-TO-DATE AND SECOND QUARTER 1994
Traditional life insurance premiums increased to $120.1 million in first half of
1995 from $98.5 million in the same period of 1994. Premiums for the second
quarter were $63.0 million versus $51.4 million in 1994. Group life premiums
increased 21% for both the quarter and year to date due to higher sales of this
product. Revenues from interest sensitive and investment product charges
increased to $22.6 million for the first half of 1995, compared to $17.7 million
for the same period in 1994. Also, these charges increased to $11.4 million for
the second quarter 1995 compared to $9.3 million in 1994. Continued Sales of
interest sensitive and investment products has steadily increased the policy
base on which these charges are assessed. Accident and health premiums increased
to $442.8 million for the first half of 1994 versus $378.0 for the same period
in 1994. Accident and health premiums increased 19% to $227.7 million for the
second quarter versus $191.4 million in 1994, led by strong premium growth of
disability and specially marketed small group accident and health products.
Total revenues increased to $723.0 million in the first six months of 1995
compared with $587.9 million for the same period in 1994. Included in the
revenues were capital gains of $23.6 million in 1995 compared to capital losses
of $1.1 million in 1994. All of the 1995 gains occurred in the second quarter
due to improved investment market conditions. Revenues for the second quarter
were $384.3 million versus $296.3 million in 1994.
Traditional life insurance benefits increased to $97.3 million in first half of
1995 from $77.2 million in the same period of 1994. This increase is consistent
with the increase in life premiums noted above. Benefits for the second quarter
were $51.0 million, an increase of $9.2 million versus last year. Interest
sensitive and investment product benefits increased to $33.6 million for the
first six months of 1995, compared with $26.1 million for the same period in
1994. For the second quarter, these benefits increased to $17.4 million compared
to $13.3 million for the same period in 1994. This increase was the result of
higher interest crediting, resulting from higher fixed account sales and
transfers from variable accounts to fixed accounts. Accident and health benefits
increased by $47.4 million to $354.5 million for the six months ended June 30,
1995 consistent with an increased book of business.
Commission expense in the first half of 1995 increased by $5.6 million over 1994
consistent with increased revenues. Amortization of deferred policy acquisition
costs were $21.0 million for the first six months of 1995 versus $17.3 million
in 1994. General and administrative expenses were $118.0 million in the first
half of 1995 versus $101.2 million in 1994. This increase was due to
advertising, information systems enhancements, and other variable expenses.
Net income before income tax expense totaled $50.7 million in first six months
of 1995 compared with $17.1 million in first half of 1994. The operating income
portion of net income was $27.1 million versus $18.2 million for the first half
of 1994.
Federal income taxes were $17.3 million in first half of 1995 compared to $4.8
million in first six months of 1994. The higher income tax expense is primarily
the result of pre-tax income $33.6 higher than 1994. The effective tax rate was
higher in 1995 due to lower tax exempt investment income, as a percent of pre-
tax income.
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In summary, net income was $33.4 million for the first six months 1995 compared
to $12.3 million for the same period of 1994. The net income for the second
quarter was $22.2 versus $2.1 million for the same period in 1994.
As explained in the notes to the financial statements, the Company is
classifying all fixed maturity securities as available-for-sale and carrying
them at fair value. The unrealized gain or loss is recorded as a component of
shareholder's equity. At December 31, 1994, the Company recognized an unrealized
loss, net of taxes, of $43 million and at June 30, 1995, an unrealized gain, net
of taxes, of $48 million. This change of $91 million, in addition to the net
income of $33 million, has resulted in an increase in shareholder's equity to
$599.5 million versus $474.2 million at December 31, 1994.
LIQUIDITY AND CAPITAL RESOURCES
The liquidity requirements of the company have been met by funds provided from
operations.
The primary uses of funds are to provide policy benefits and reserves, operating
expenses, commissions, and to purchase new investments. The company expects its
investment and operating activities to generate sufficient funds for these
purposes.
The NAIC has implemented risk-based capital standards to determine the capital
requirements of a life insurance company based upon the risks inherent in its
operations. These standards require the computation of a risk-based capital
amount which is then compared to a company's actual total adjusted capital. The
computation involves applying factors to various financial data to address four
primary risks: asset default, adverse insurance experience, interest rate risk
and external events. These standards provide for regulatory intervention when
the percentage of total adjusted capital to authorized control level risk-based
capital is below certain levels. Based upon current calculations of the
risk-based capital standards, the Company's percentage of total adjusted capital
is well in excess of ratios which would require regulatory attention.
Fortis Benefits has no long or short term debt. Less than 2% of the Company's
assets consisted of non-investment grade bonds as of June 30, 1995 and the
Company does not expect this percentage to increase significantly in future
years. As noted above, total shareholder's equity was $599.5 million as of June
30, 1995 compared to $474.2 million as of December 31, 1994.
C. DISCONTINUANCE OF CERTAIN GROUP MEDICAL PRODUCTS
On October 24, 1995, the Company announced that it will cease selling certain
group medical products effective January 1, 1996. The Company will continue to
renew and service existing medical business. Management is currently analyzing
the potential impact but does not believe there will be a significant adverse
financial statement impact through the remaining life of the business.
D. INADVERTENT VIOLATION OF SECURITIES ACT OF 1933
Interests in the Fixed Account that are acquired by Participants pursuant to the
Certificates covered by the Prospectus are required to be registered with the
Securities and Exchange Commission ("Commission") under the Securities Act of
1933 ("1933 Act"). Through an inadvertent oversight, Fortis Benefits continued
to sell interests in the Fixed Account on or after March 1, 1995, when all Fixed
Account interests covered by previous registrations under the 1933 Act had been
sold. (This does not apply to the Accumulation Units of the Variable Account).
Therefore, Fixed Account interests sold on or after March 1, 1995 and through
October 25, 1995 (see below) were offered and sold in violation of the 1933 Act.
In all other respects, however, Fortis Benefits
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believes that its prospectus dated May 1, 1995, used for the offering during the
period of such unregistered sales, included all material information that would
have been included if all of the Fixed Account interests had been registered
with the Commission.
The 1933 Act makes Fortis Benefits liable to Participants to whom it sold the
unregistered Fixed Account interests.
Fortis Benefits' liability for the sale of such unregistered interests would
relate only to interests sold from March 1, 1995 through October 25, 1995, when
offers and sales of Fixed Account interests were temporarily suspended. Fortis
Benefits' liability to purchasers of such unregistered interests, as provided
under the 1933 Act, would be for the consideration paid by the purchaser for the
unregistered interests with interest thereon, upon the tender of the interests,
or for damages if the unregistered interests are no longer owned.
Participants who acquired unregistered interests may assert their
above-described rights for payments under the 1933 Act by submitting a Written
Request (or bringing an action) within one year of the date of purchase.
If the purchasers of all unregistered Fixed Account interests elected to
exercise their rights to payment under the 1933 Act, Fortis Benefits may
recognize as a current year expense up to approximately $3 million of related
deferred sales expenses. Also, it is possible that generally prevailing interest
rates could rise above those in effect at the time when the unregistered Fixed
Account interests were sold. In that case, Fortis Benefits would probably
recognize a loss if, following the exercise by any Participants of their right
to payment for unregistered interests, Fortis Benefits sells assets that had
been supporting such unregistered interests. Because Fortis Benefits cannot
predict with certainty how may purchasers of unregistered Fixed Account
interests will seek payment therefor, or what direction prevailing interest
rates will take, the amount of any liability Fortis Benefits may incur is not
quantifiable, but Fortis Benefits believes that it will be immaterial.
Fortis Benefits believes that, so long as the amounts received by an employer
plan (qualified under Section 401(a) of the Internal Revenue Code) remain in the
employer plan, there will be no tax effect on the employer plan or on any
participant therein with respect to such amounts received. Fortis Benefits
believes that amounts received upon exercise of above rights for payment under
the 1933 Act for an individual retirement annuity qualified under Section 408(a)
of the Code of for a Section 403(b) annuity for employees of public schools or
tax exempt entities should be directly transferred to a similar tax qualified
annuity or account to avoid current income taxes and will cooperate with any
such direct transfer.
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