<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-------------------
FORM 10-Q
-------------
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1995
or
[_] 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: 1-5721
LEUCADIA NATIONAL CORPORATION
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(Exact Name of Registrant as Specified in its Charter)
New York 13-2615557
-------------------------------- --------------------------------
(State or Other Jurisdiction of (I.R.S. Employer Identification
Incorporation or Organization) Number)
315 Park Avenue South, New York, New York 10010-3607
------------------------------------------ ------------------
(Address of Principal Executive Offices) (Zip Code)
(212) 460-1900
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(Registrants Telephone Number, Including Area Code)
N/A
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(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 [_]
APPLICABLE ONLY TO ISSUERS INVOLVED INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a
plan confirmed by a court. Yes [_] No [_]
APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares
outstanding of each of the issuer's classes of common stock, at
August 7, 1995: 28,187,238.
<PAGE>
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
LEUCADIA NATIONAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
June 30, 1995 and December 31, 1994
(Dollars in thousands, except par value)
<TABLE>
<CAPTION>
JUNE 30, December 31,
1995 1994
-------- ------------
(Unaudited)
<S> <C> <C>
ASSETS
Investments:
Available for sale (aggregate cost of $2,259,112 and $2,396,288) $ 2,287,742 $ 2,331,288
Trading securities (aggregate cost of $41,392 and $53,312) 46,602 52,231
Held to maturity (aggregate fair value of $58,220 and $52,820) 57,867 54,586
Policyholder loans 17,635 17,943
Other long-term investments, including accrued interest income 53,200 56,347
------------ -------------
Total investments 2,463,046 2,512,395
Cash and cash equivalents 510,466 252,495
Reinsurance receivable, net 270,302 310,682
Trade, notes and other receivables, net 529,196 463,981
Prepaids and other assets 260,102 245,476
Property, equipment and leasehold improvements, net 114,569 110,887
Deferred policy acquisition costs 90,340 74,536
Deferred income taxes 102,187 144,631
Separate and variable accounts 445,030 420,398
Investments in associated companies 186,281 138,565
------------ -------------
Total $ 4,971,519 $ 4,674,046
============ =============
LIABILITIES
Customer banking deposits $ 194,462 $ 179,888
Trade payables and expense accruals 191,171 189,280
Other liabilities 121,138 106,046
Income taxes payable 43,862 39,491
Policy reserves 1,944,759 1,964,730
Unearned premiums 466,872 413,546
Separate and variable accounts 443,850 419,355
Liability for unredeemed trading stamps 38,638 42,433
Debt, including current maturities 537,877 425,848
------------ -------------
Total liabilities 3,982,629 3,780,617
------------ -------------
Minority interest 13,486 11,614
------------ -------------
SHAREHOLDERS' EQUITY
Common shares, par value $1 per share, authorized 150,000,000 shares;
28,177,398 and 28,050,037 shares issued and outstanding, after deducting
30,283,827 and 30,272,650 shares held in treasury 28,177 28,050
Additional paid-in capital 127,178 126,225
Net unrealized gain (loss) on investments 17,468 (41,309)
Retained earnings 802,581 768,849
------------ -------------
Total shareholders' equity 975,404 881,815
------------ -------------
Total $ 4,971,519 $ 4,674,046
============ =============
</TABLE>
See notes to interim consolidated financial statements.<PAGE>
<PAGE>
LEUCADIA NATIONAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
For the periods ended June 30, 1995 and 1994
(Unaudited)
<TABLE>
<CAPTION>
For the Three Month For the Six Month
Period Ended June 30, Period Ended June 30,
-------------------- --------------------
1995 1994 1995 1994
---- ---- ---- ----
(In thousands, except per share amounts)
<S> <C> <C> <C> <C>
REVENUES:
Insurance revenues and commissions $ 242,562 $ 224,216 $ 477,522 $ 441,799
Manufacturing 43,642 46,731 88,806 93,381
Trading stamps 4,302 4,835 9,172 10,042
Finance 13,630 10,860 26,780 20,530
Investment and other income 73,261 48,674 135,393 107,139
Net securities (losses) (640) (9,656) (228) (11,123)
----------- ----------- ----------- -----------
376,757 325,660 737,445 661,768
----------- ----------- ----------- -----------
EXPENSES:
Provision for insurance losses and policy benefits 208,237 174,751 405,065 361,865
Amortization of deferred acquisition costs 24,210 18,550 47,363 39,429
Cost of goods sold:
Manufacturing 34,951 33,402 69,212 65,891
Trading stamps 1,031 (139) 2,293 (84)
Interest 12,608 10,704 24,405 21,475
Salaries 22,088 21,424 43,613 42,351
Selling, general and other expenses 49,174 47,623 97,482 89,220
Minority interest 177 222 309 464
----------- ----------- ----------- -----------
352,476 306,537 689,742 620,611
----------- ----------- ----------- -----------
Income before income taxes 24,281 19,123 47,703 41,157
----------- ----------- ----------- -----------
Income taxes:
Current 3,270 4,192 4,346 8,123
Deferred 3,602 2,583 9,625 6,467
----------- ----------- ----------- -----------
6,872 6,775 13,971 14,590
----------- ----------- ----------- -----------
Net income $ 17,409 $ 12,348 $ 33,732 $ 26,567
=========== =========== =========== ===========
Earnings per common and dilutive common equivalent share $ .59 $ .42 $ 1.15 $ .91
======== ======== ========= ========
Fully diluted earnings per common share $ .59 $ .42 $ 1.14 $ .91
======== ======== ========= ========
</TABLE>
See notes to interim consolidated financial statements.
NYFS04...:\30\76830\0001\1980\FRM8085K.340
<PAGE>
<PAGE>
LEUCADIA NATIONAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the six months ended June 30, 1995 and 1994
(Unaudited)
<TABLE>
<CAPTION>
1995 1994
---- ----
(Thousands of dollars)
<S> <C> <C>
NET CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 33,732 $ 26,567
Adjustments to reconcile net income to net cash provided by operations:
Provision for deferred income taxes 9,625 6,467
Depreciation and amortization of property, equipment and leasehold improvements 8,876 8,469
Other amortization 47,181 44,728
Provision for doubtful accounts 7,714 5,659
Net securities losses 228 11,123
Equity in losses of associated companies 705 5,321
(Gain) related to El Salvador Government bonds receivable -- (8,458)
Purchases of investments classified as trading (58,813) (60,008)
Proceeds from sales of investments classified as trading 72,383 51,459
Deferred policy acquisition costs incurred and deferred (63,167) (50,129)
Net change in:
Reinsurance receivable 40,279 121,754
Trade, notes and other receivables (49,358) (43,447)
Prepaids and other assets (22,046) (12,152)
Trade payables and expense accruals (13,398) 5,127
Other liabilities 10,867 3,838
Income taxes 4,371 1,144
Policy reserves (9,602) (111,641)
Unearned premiums 53,326 41,036
Other (535) 2,376
----------- -----------
Net cash provided by operating activities 72,368 49,233
----------- -----------
NET CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of real estate, property, equipment and leasehold improvements (24,506) (60,710)
Proceeds from disposals of real estate, property and equipment 10,523 3,908
Advances on loan receivables (84,955) (87,890)
Investment in MK Gold Company in 1995 and Caja in 1994 (37,889) (45,711)
Principal collections on loan receivables 62,151 56,388
Purchases of investments (other than short-term) (674,636) (569,913)
Proceeds from maturities of investments 224,158 214,549
Proceeds from sales of investments 596,065 585,243
----------- -----------
Net cash provided by investing activities 70,911 95,864
----------- -----------
NET CASH FLOWS FROM FINANCING ACTIVITIES:
Net change in credit agreement and other short-term borrowings 10,068 (488)
Net change in customer banking deposits 14,365 (8,336)
Net change in policyholder account balances (10,369) (10,050)
Issuance of long-term debt, net of issuance costs 101,485 50,000
Reduction of long-term debt (857) (15,687)
----------- -----------
Net cash provided by financing activities 114,692 15,439
----------- -----------
Net increase in cash and cash equivalents 257,971 160,536
Cash and cash equivalents at January 1, 252,495 291,414
----------- -----------
Cash and cash equivalents at June 30, $ 510,466 $ 451,950
=========== ===========
</TABLE>
See notes to interim consolidated financial statements.
<PAGE>
<PAGE>
LEUCADIA NATIONAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
For the six months ended June 30, 1995 and 1994
(Unaudited)
<TABLE>
<CAPTION>
Net
Common Unrealized
Shares Additional Gain
$1 Par Paid-In (Loss) on Retained
Value Capital Investments Earnings Total
---------- ----------- ----------- -------- -----
(Thousands of dollars)
<S> <C> <C> <C> <C> <C>
BALANCE, JANUARY 1, 1994 $ 27,897 $ 125,013 $ 49,912 $ 705,034 $ 907,856
Exercise of options to purchase
common shares 98 926 1,024
Purchase of stock for treasury (6) (236) (242)
Net change in unrealized gain (loss)
on investments (67,150) (67,150)
Net income 26,567 26,567
---------- ----------- ----------- ----------- -----------
BALANCE, JUNE 30, 1994 $ 27,989 $ 125,703 $ (17,238) $ 731,601 $ 868,055
========== =========== =========== =========== ===========
BALANCE, JANUARY 1, 1995 $ 28,050 $ 126,225 $ (41,309) $ 768,849 $ 881,815
Exercise of options to purchase
common shares 138 1,473 1,611
Purchase of stock for treasury (11) (520) (531)
Net change in unrealized gain (loss)
on investments 58,777 58,777
Net income 33,732 33,732
---------- ----------- ----------- ----------- -----------
BALANCE, JUNE 30, 1995 $ 28,177 $ 127,178 $ 17,468 $ 802,581 $ 975,404
========== =========== =========== =========== ===========
</TABLE>
See notes to interim consolidated financial statements.
<PAGE>
<PAGE>
LEUCADIA NATIONAL CORPORATION AND SUBSIDIARIES
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
1. The unaudited interim consolidated financial statements, which
reflect all adjustments (consisting only of normal recurring
items) that management believes necessary to present fairly
results of interim operations, should be read in conjunction with
the Notes to Consolidated Financial Statements (including the
Summary of Significant Accounting Policies) included in the
Company's audited consolidated financial statements for the year
ended December 31, 1994, which are included in the Company's
Annual Report filed on Form 10-K for such year (the "1994 10-K").
Results of operations for interim periods are not necessarily
indicative of annual results of operations. The consolidated
balance sheet at December 31, 1994 was extracted from the audited
annual financial statements and does not include all disclosures
required by generally accepted accounting principles for annual
financial statements.
Certain amounts for prior periods have been reclassified to be
consistent with the 1995 presentation.
2. As more fully described in the 1994 10-K, the most recent
statistical studies of trading stamp redemptions have indicated
that the historical pattern of redemptions has changed and that
the recorded liability for unredeemed trading stamps is in excess
of the amount that ultimately will be required to redeem trading
stamps outstanding. Accordingly, the Company has been amortizing
the aggregate apparent excess over a five year period. As a
result, cost of goods sold applicable to the trading stamp
operations reflects a credit of approximately $2,700,000 and
$6,000,000 for the six month periods ended June 30, 1995 and 1994,
respectively, and $1,400,000 and $3,000,000 for the three month
periods ended June 30, 1995 and 1994, respectively. Based on the
latest studies, the unamortized apparent excess at June 30, 1995
was approximately $2,679,000.
3. During the first quarter of 1994, the Company sold its remaining
interest in 6% U.S. dollar denominated El Salvador Government
bonds. Including principal payments received prior to the sale,
the Company reported a pre-tax gain of approximately $8,458,000,
which gain is included in the caption "Investment and other
income" for the six month period ended June 30, 1994.
4. In connection with the settlement of certain litigation during the
second quarter of 1995, the Company reported a gain, net of
expenses, of approximately $3,800,000. The gain is included in
the caption "Investment and other income" for the six and three
month periods ended June 30, 1995.
5. In June 1995, the Company purchased a 46.4% common stock interest
in MK Gold Company ("MK Gold") from Morrison Knudsen Corporation
("MKC") for an aggregate cash purchase price of $22,500,000. In
addition, the Company purchased at par all of a lender's interest
under a $20,000,000 revolving credit facility with MK Gold, of
which approximately $15,000,000 was outstanding. MK Gold, an
international gold mining company whose shares are quoted on the
Nasdaq National Market System, reported total assets and
stockholders' equity of $96,566,000 and $68,288,000, respectively,
at March 31, 1995.
6. On May 26, 1995, the Company's Colonial Penn Group property and
casualty subsidiaries entered into an agreement with the
California Department of Insurance to settle their Proposition 103
rollback refund for approximately $17,000,000, which is
substantially less than the Insurance
<PAGE>
<PAGE>
Department's original assessment. The fairness of this settlement
is being challenged in an administrative proceeding by a
California consumer group, which has also challenged the
Proposition 103 settlements of other insurance companies. A
hearing has been scheduled for October 10, 1995. The Colonial
Penn Group and the Insurance Department are defending the
settlement; however, no assurance can be given that this
settlement will be upheld. The Company believes that the ultimate
resolution of this matter will not have a material adverse affect
on the Company's financial condition or results of operations and
will not exceed reserves established in prior years.
7. In June 1995, the Company sold $100,000,000 principal amount of
its newly authorized 8 1/4% Senior Subordinated Notes due 2005 in
an underwritten public offering. A portion of the proceeds was
used to repay indebtedness outstanding under the Company's
revolving credit agreements incurred in connection with the
acquisition of MK Gold. The remaining proceeds were added to
working capital.
8. Earnings per common and dilutive common equivalent share were
calculated by dividing net income by the sum of the weighted
average number of common shares outstanding and the incremental
weighted average number of shares issuable upon exercise of
outstanding options and warrants for the periods they were
outstanding. The number of shares used to calculate primary
earnings per share amounts was 29,293,000 and 29,102,000 for the
six month periods ended June 30, 1995 and 1994, respectively, and
29,296,000 and 29,059,000 for the three month periods ended June
30, 1995 and 1994, respectively.
Fully diluted earnings per share was calculated as described above
and, for 1995, also assumes the outstanding 5 1/4% Convertible
Subordinated Debentures due 2003 had been converted into Common
Shares and earnings increased for the interest on such debentures,
net of the income tax effect. Conversion was not assumed for the
1994 periods since the effect of such assumed conversion would have
been to increase earnings per share. The number of shares used to
calculate fully diluted earnings per share was 31,070,000 and
29,102,000 for the six month periods ended June 30, 1995 and 1994,
respectively, and 31,109,000 and 29,059,000 for the three month
periods ended June 30, 1995 and 1994, respectively.
9. Cash paid (received) for interest and income taxes (net of
refunds) was $25,472,000 and ($20,000), respectively, for the six
month period ended June 30, 1995 and $23,220,000 and $6,974,000,
respectively, for the six month period ended June 30, 1994.
10. In July 1995, the Company declared a two-for-one stock
split payable on November 15, 1995 in the form of a
100% stock dividend to shareholders of record on November 1, 1995.
The Board of Directors of the Company has also stated its current
intention to declare and pay a $.25 per common share cash dividend
in December 1995 on each common share outstanding after giving
effect to the stock split (the equivalent of a dividend of $.50
per pre-stock split common share). Although the Board has not
taken any action with respect to the cash dividend, the Board
anticipates that, absent the occurrence of a material adverse
change to the Company's current business or financial condition,
it will authorize the cash dividend during the fourth quarter of
1995. Per share amounts and common shares outstanding in this
Form 10-Q have not been restated to reflect the stock split.
<PAGE>
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF INTERIM OPERATIONS.
The following should be read in conjunction with the Management's
Discussion and Analysis of Financial Condition and Results of
Operations included in the 1994 10-K.
LIQUIDITY AND CAPITAL RESOURCES
During each of the six month periods ended June 30, 1995 and 1994, the
Company operated profitably and net cash was provided from operations.
During the six months ended June 30, 1995, the Company used its
revolving bank credit agreement facilities to meet daily cash
requirements and in connection with the MK Gold transaction.
In June 1995, the Company purchased a 46.4% common stock interest in
MK Gold from MKC for an aggregate cash purchase price of $22,500,000.
In addition, the Company purchased at par all of a lender's interest
under a $20,000,000 revolving credit facility with MK Gold, of which
approximately $15,000,000 was outstanding.
In June 1995, the Company sold $100,000,000 principal amount of its
newly authorized 8 1/4% Senior Subordinated Notes due 2005 in an
underwritten public offering. A portion of the proceeds was used to
repay indebtedness outstanding under the Company's revolving credit
agreements incurred in connection with the acquisition of MK Gold.
The remaining proceeds were added to working capital.
During the second quarter of 1995, the Company purchased 2,365,200
common shares of Rockefeller Center Properties, Inc. ("RCP") for
approximately $11,130,000, which increased its equity interest in RCP
to 7.1%. RCP is a real estate investment trust, the principal asset
of which is a $1.3 billion collateralized loan to the owners of the
land and buildings known as Rockefeller Center in New York City.
As more fully described in the 1994 10-K, securities classified as
"available for sale" are carried at fair value with unrealized gains
and losses reflected as a separate component of shareholders' equity,
net of taxes. Principally as a result of decreases in market interest
rates during 1995, the unrealized loss on investments at the end of
1994 became an unrealized gain of $17,468,000 as of June 30, 1995.
While this has resulted in an increase in shareholders' equity, it had
no effect on results of operations or cash flows.
In July 1995, pursuant to the chapter 11 reorganization plan of
HomeFed Corporation ("HFC"), the Company acquired 41.2% of HFC's
common stock for a net cash investment of approximately $4,200,000.
In addition, the Company entered into a $20 million eight year secured
loan with HFC, which is convertible into additional shares of HFC
common stock after three years (subject to certain conditions) and
which bears interest at the rate of 12% per year. HFC is a public
company headquartered in Salt Lake City, Utah, whose subsidiaries
develop real property.
In July 1995, the Company purchased approximately 52 acres of
unimproved land zoned for residential and commercial development in
Walton County, Florida, for approximately $13,000,000. The Company
<PAGE>
<PAGE>
plans to make certain improvements to the property, which will be
subdivided into approximately 230 lots and sold in phases.
RESULTS OF OPERATIONS
THE 1995 PERIODS COMPARED TO THE 1994 PERIODS
Earned premium revenues of the Colonial Penn P&C Group were
approximately $235,189,000 and $214,657,000 for the six month periods
ended June 30, 1995 and 1994, respectively, and $120,022,000 and
$108,933,000 for the three month periods ended June 30, 1995 and 1994,
respectively. The increase in earned premiums principally resulted
from acquired blocks of assigned risk business from other insurance
companies, offset in part by modest declines in policies in force in
other business lines. However, voluntary automobile policies in force
at June 30, 1995 were slightly greater than policies in force at
December 31, 1994, as new business generated in the 1995 periods
exceeded lapsed business.
Earned premium revenues and commissions of the property and casualty
insurance operations of the Empire Group were approximately
$157,342,000 and $139,485,000 for the six month periods ended June 30,
1995 and 1994, respectively, and $79,621,000 and $70,827,000 for the
three month periods ended June 30, 1995 and 1994, respectively. The
increase in premium revenue principally resulted from growth of
policies in force and rate increases.
The Company's loss ratios for its property and casualty operations
were as follows:
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
-------------------- ------------------
1995 1994 1995 1994
---- ---- ---- ----
<S> <C> <C> <C> <C>
Loss Ratio:
GAAP 88.3% 78.9% 86.4% 83.8%
SAP 83.9% 77.5% 84.0% 83.0%
Expense Ratio:
GAAP 14.7% 19.1% 15.8% 18.1%
SAP 14.8% 17.2% 15.4% 16.7%
Combined Ratio:
GAAP 103.0% 98.0% 102.2% 101.9%
SAP 98.7% 94.7% 99.4% 99.7%
</TABLE>
The increase in the loss ratios reflects additional payments related
to prior years claims (principally no-fault claims) of the Empire
Group. In addition, during the second quarter of 1995, the Empire
Group strengthened reserves principally applicable to automobile
lines. The loss ratios for the Colonial Penn P&C Group reflect higher
losses related to acquired blocks of automobile assigned risk
business, which are partially offset by service fee income reflected
as a reduction to the expense ratios. The 1995 combined ratios
reflect lower aggregate catastrophe losses and related loss adjustment
expenses estimated at approximately $1,900,000 for the six month
period ended June 30, 1995 compared with $16,510,000 (including
approximately $11,000,000 related to the California earthquake) for
the six month period ended June 30, 1994 (primarily all in the first
quarter of 1994).
Earned premium revenues of the life and health insurance operations
were approximately $84,991,000
<PAGE>
<PAGE>
and $87,657,000 for the six month periods ended June 30, 1995 and
1994, respectively, and $42,919,000 and $44,456,000 for the three
month periods ended June 30, 1995 and 1994, respectively. Premium
revenues and provision for insurance losses and policy benefits of the
life and health operations reflect the continued profitable growth of
the Graded Benefit Life product. Premium revenues also reflect the
run-off of the agent sold Medicare supplement business, which had less
favorable loss experience in 1995.
Manufacturing revenues decreased in the 1995 periods as compared to
the 1994 periods principally due to reduced demand from customers of
the bathroom vanities division and a factory fire at the fibers
division. This decrease was partially offset by increased sales in
the 1995 periods at the wire and cable divisions, and increased sales
at the plastics division for the six month period ended June 30, 1995.
The decrease in manufacturing gross profit in the 1995 periods as
compared to the 1994 periods principally reflects the decrease in
manufacturing sales, increased raw material costs at most divisions
and the factory fire at the fibers division.
Trading stamp revenues decreased in the 1995 periods compared to the
1994 periods principally due to reduced demand from existing
customers. Cost of goods sold applicable to the trading stamp
operations reflects amortization of the apparent excess in the
liability for unredeemed trading stamps of approximately $2,700,000
and $6,000,000 for the six month periods ended June 30, 1995 and 1994,
respectively, and $1,400,000 and $3,000,000 for the three month
periods ended June 30, 1995 and 1994, respectively.
Finance revenues reflect the level of consumer instalment loans. As
more fully described in the 1994 10-K, based on its experience in
providing collateralized automobile loans to individuals with poor
credit histories, the Company concluded that there were opportunities
for successful expansion of this business. Accordingly, on a
controlled basis the Company is increasing its investments in such
loans. The Company's actual loss experience has increased during this
expansion, which reflects the additional competition that has recently
entered this market. However, actual losses remain less than the 6%
reserve maintained on this portfolio. At June 30, 1995 and December
31, 1994, these loans aggregated $135,659,000 and $129,512,000,
respectively.
Investment and other income increased in the 1995 periods compared to
the 1994 periods as a result of higher available interest rates and
increased fee income related to acquired blocks of automobile assigned
risk business. Investment and other income in the 1995 periods
includes a gain, net of expenses, of approximately $3,800,000 related
to the settlement of certain litigation. Investment and other income
for the six month period ended June 30, 1994 includes approximately
$8,458,000 related to the disposition of the El Salvador Government
bonds.
Net securities losses were $228,000 and $11,123,000 for the six month
periods ended June 30, 1995 and 1994, respectively, and $640,000 and
$9,656,000 for the three month periods ended June 30, 1995 and 1994,
respectively. Included in the six month period ended June 30, 1994
are provisions for write-downs of investments of approximately
$3,568,000.
Higher interest expense in the 1995 periods as compared to the 1994
periods principally reflects the increased level of borrowings
outstanding. Interest expense also reflects the level of deposits at
the Company's banking and industrial loan subsidiaries and an increase
in interest rates related to those deposits.
<PAGE>
<PAGE>
The increase in selling, general and other expenses in the 1995
periods as compared to the 1994 periods principally reflects operating
expenses of real estate properties acquired during 1994, increased
provisions for loan losses and expenses relating to certain investing
activities. The real estate properties acquired in 1994 did not
generate significant revenues during the 1995 periods.
The decrease in the effective income tax rate in the 1995 periods as
compared to the 1994 periods reflects a reduction in the tax provision
for the resolution of certain federal tax contingencies and, for the
six month period ended June 30, 1995, a reduction in the tax provision
for the favorable resolution of a state tax matter.
The number of shares used to calculate primary earnings per share
amounts was 29,293,000 and 29,102,000 for the six month periods ended
June 30, 1995 and 1994, respectively, and 29,296,000 and 29,059,000
for the three month periods ended June 30, 1995 and 1994,
respectively. The number of shares used to calculate fully diluted
earnings per share amounts was 31,070,000 and 29,102,000 for the six
month periods ended June 30, 1995 and 1994, respectively, and
31,109,000 and 29,059,000 for the three month periods ended June 30,
1995 and 1994, respectively. The increase in the number of shares
utilized in calculating per share amounts was principally caused by
the increase in the market price of the Company's common stock. In
addition, for fully diluted per share amounts, the 5 1/4% Convertible
Subordinated Debentures due 2003 were not assumed to have been
converted in 1994 since the effect of such assumed conversion would
have been to increase earnings per share.
<PAGE>
<PAGE>
PART II - OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITYHOLDERS.
The Annual Meeting of Shareholders of the Company was held on
May 3, 1995. At the meeting:
1. The following persons were elected as Directors of the
Company to serve until the next Annual Meeting or until
their successors are elected and qualified.
<TABLE>
<CAPTION>
Name Votes For Votes Withheld
------------------------ ----------- ---------------
<S> <C> <C>
Ian M. Cumming 23,891,973 4,249,239
Joseph S. Steinberg 23,883,691 4,257,521
Paul M. Dougan 23,891,749 4,249,463
Lawrence D. Glaubinger 24,059,307 4,081,905
James E. Jordan 24,011,171 4,130,041
John W. Jordan II 23,892,169 4,249,043
Jesse Clyde Nichols, III 23,891,417 4,249,795
</TABLE>
2. The selection of Coopers & Lybrand L.L.P. as independent
auditors to audit the Consolidated Financial Statements
of the Company and its subsidiaries for the year ended
December 31, 1995 was ratified by the shareholders,
as follows:
<TABLE>
<S> <C>
Votes For 24,028,968
Votes Against 7,293
Abstentions 23,024
Broker Non-Votes 0
</TABLE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
A) EXHIBITS.
27 Financial Data Schedule.
B) REPORTS ON FORM 8-K.
None
<PAGE>
<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.
LEUCADIA NATIONAL CORPORATION
(Registrant)
Date: August 8, 1995 By: /s/ Joseph A. Orlando
----------------------------------
Joseph A. Orlando
Vice President and Comptroller
(Principal Financial and Accounting
Officer)
<PAGE>
<PAGE>
EXHIBIT INDEX
Exhibit Exemption
Number Description Indication
------- ----------- ----------
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This Schedule contains summary financial
information extracted from the financial
statements contained in the body of the
accompanying Form 10-Q and is qualified in its
entirety by reference to such financial
statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-END> JUN-30-1995
<CASH> 510,466
<SECURITIES> 2,463,046
<RECEIVABLES> 799,498
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 114,569
<DEPRECIATION> 0
<TOTAL-ASSETS> 4,971,519
<CURRENT-LIABILITIES> 0
<BONDS> 537,877
0
0
<COMMON> 28,177
<OTHER-SE> 947,227
<TOTAL-LIABILITY-AND-EQUITY> 4,971,519
<SALES> 88,806
<TOTAL-REVENUES> 737,445
<CGS> 69,212
<TOTAL-COSTS> 523,933
<OTHER-EXPENSES> 141,404
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 24,405
<INCOME-PRETAX> 47,703
<INCOME-TAX> 13,971
<INCOME-CONTINUING> 33,732
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 33,732
<EPS-PRIMARY> 1.15
<EPS-DILUTED> 1.14
</TABLE>
