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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 10-Q

(Mark One)  

ý

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2002

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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:    0-25985


American Equity Investment Life Holding Company
(Exact name of registrant as specified in its charter)



Iowa
(State of Incorporation)

42-1447959
(I.R.S. Employer Identification No.)

5000 Westown Parkway, Suite 440
West Des Moines, Iowa 50266

(Address of principal executive offices)

(515) 221-0002
(Telephone)

(Former name, former address and former fiscal year, if changed since last report)

 

 

        Indicate by check mark whether the registrant (1) has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or 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 TO CORPORATE ISSUERS:

Shares of common stock outstanding at October 28, 2002:    14,438,452





PART I.—FINANCIAL INFORMATION

ITEM 1.    FINANCIAL STATEMENTS

AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except per share data)
(Unaudited)

 
  September 30,
2002

  December 31,
2001

Assets            
Cash and investments:            
  Fixed maturity securities:            
    Available for sale, at market (amortized cost: 2002—$3,260,104;
2001—$3,101,040)
  $ 3,229,229   $ 2,974,761
    Held for investment, at amortized cost (market: 2002—$1,131,886;
2001—$412,378)
    1,130,560     454,605
  Equity securities, at market (cost: 2002—$15,641; 2001—$18,609)     14,419     18,245
  Mortgage loans on real estate     252,942     108,181
  Derivative instruments     36,452     40,052
  Policy loans     292     291
  Cash and cash equivalents     99,551     184,130
   
 
Total cash and investments     4,763,445     3,780,265

Receivable from other insurance companies

 

 

15

 

 

83
Premiums due and uncollected     1,495     1,386
Accrued investment income     23,725     22,100
Receivables from related parties     44,123     29,978
Property, furniture, and equipment, less allowances for depreciation of
$3,803 in 2002 and $3,150 in 2001
    1,973     1,622
Value of insurance in force acquired     337     415
Deferred policy acquisition costs     561,179     492,757
Intangibles, less accumulated amortization of $1,077 in 2002 and
$987 in 2001
    2,058     2,148
Deferred income tax asset     38,876     51,244
Federal income taxes recoverable     703     4,224
Amounts receivable on securities sold     176,435    
Other assets     2,105     2,365
Assets held in separate account     3,449     3,858
   
 
Total assets   $ 5,619,918   $ 4,392,445
   
 

Page 2 of 22


AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY
CONSOLIDATED BALANCE SHEETS (Continued)
(Dollars in thousands, except per share data)
(Unaudited)

 
  September 30,
2002

  December 31,
2001

 
Liabilities and Stockholders' Equity              
Liabilities:              
  Policy benefit reserves:              
    Traditional life and accident and health insurance products   $ 30,670   $ 25,490  
    Annuity and single premium universal life products     5,110,294     3,968,455  
  Other policy funds and contract claims     33,157     22,046  
  Amounts due to related party under General Agency Commission and
Servicing Agreement
    33,209     46,607  
  Other amounts due to related parties     12,216     22,990  
  Notes payable     36,667     46,667  
  Amounts due to reinsurer     12,272     14,318  
  Amounts due on securities purchased     120,431     66,504  
  Other liabilities     48,672     32,788  
  Liabilities related to separate account     3,449     3,858  
   
 
 
Total liabilities     5,441,037     4,249,723  

Minority interests in subsidiaries:

 

 

 

 

 

 

 
  Company-obligated mandatorily redeemable preferred securities of
subsidiary trusts
    100,356     100,155  

Stockholders' equity:

 

 

 

 

 

 

 
  Series Preferred Stock, par value $1 per share, 2,000,000 shares
authorized; 625,000 shares of 1998 Series A Participating
Preferred Stock issued and outstanding
    625     625  
  Common Stock, par value $1 per share, 75,000,000 shares
authorized; issued and outstanding: 2002—14,448,452 shares;
2001—14,516,974 shares
    14,448     14,517  
  Additional paid-in capital     56,871     57,452  
  Accumulated other comprehensive loss     (7,333 )   (33,531 )
  Retained earnings     13,914     3,504  
   
 
 
Total stockholders' equity     78,525     42,567  
   
 
 
Total liabilities and stockholders' equity   $ 5,619,918   $ 4,392,445  
   
 
 

See accompanying notes.

Page 3 of 22



AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY
CONSOLIDATED STATEMENTS OF INCOME
(Dollars in thousands, except per share data)
(Unaudited)

 
  Three Months Ended
September 30,

  Nine Months Ended
September 30,

 
 
  2002
  2001
  2002
  2001
 
Revenues:                          
  Traditional life and accident and health insurance premiums   $ 3,394   $ 3,266   $ 10,714   $ 9,881  
  Annuity and single premium universal life product charges     3,922     3,288     10,398     9,135  
  Net investment income     77,878     59,731     222,056     152,087  
  Realized gains on sales of investments     608     69     90     808  
  Change in fair value of derivatives     (12,482 )   (27,118 )   (56,468 )   (57,901 )
   
 
 
 
 
Total revenues     73,320     39,236     186,790     114,010  

Benefits and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 
  Insurance policy benefits and change in future policy benefits     2,016     3,176     7,040     7,768  
  Interest credited to account balances     47,681     27,526     126,704     63,042  
  Change in fair value of embedded derivatives     449     (12,591 )   (16,962 )   (6,104 )
  Interest expense on notes payable     430     744     1,526     2,395  
  Interest expense on General Agency Commission and
Servicing Agreement
    848     1,378     2,847     4,439  
  Other interest expense     218     433     1,106     1,383  
  Amortization of deferred policy acquisition costs and value of
insurance in force acquired
    9,822     8,782     27,764     14,659  
  Other operating costs and expenses     5,601     4,970     15,515     12,538  
   
 
 
 
 
Total benefits and expenses     67,065     34,418     165,540     100,120  
   
 
 
 
 
Income before income taxes, minority interests and cumulative
effect of change in accounting principle
    6,255     4,818     21,250     13,890  

Income tax expense

 

 

1,494

 

 

926

 

 

5,256

 

 

2,707

 
   
 
 
 
 
Income before minority interests and cumulative effect of
change in accounting principle
    4,761     3,892     15,994     11,183  
Minority interests in subsidiaries:                          
  Earnings attributable to company-obligated mandatorily
redeemable preferred securities of subsidiary trusts
    (1,860 )   (1,862 )   (5,584 )   (5,587 )
   
 
 
 
 
Income before cumulative effect of change in
accounting principle
    2,901     2,030     10,410     5,596  
Cumulative effect of change in accounting for derivatives                 (799 )
   
 
 
 
 
Net income   $ 2,901   $ 2,030   $ 10,410   $ 4,797  
   
 
 
 
 

Earnings per common share:

 

 

 

 

 

 

 

 

 

 

 

 

 
  Income before cumulative effect of change in
accounting principle
  $ 0.18   $ 0.12   $ 0.64   $ 0.34  
  Cumulative effect of change in accounting for derivatives                 (0.05 )
   
 
 
 
 
Earnings per common share   $ 0.18   $ 0.12   $ 0.64   $ 0.29  
   
 
 
 
 

Earnings per common share—assuming dilution:

 

 

 

 

 

 

 

 

 

 

 

 

 
  Income before cumulative effect of change in
accounting principle
  $ 0.16   $ 0.11   $ 0.57   $ 0.30  
  Cumulative effect of change in accounting for derivatives                 (0.05 )
   
 
 
 
 
  Earnings per common share—assuming dilution   $ 0.16   $ 0.11   $ 0.57   $ 0.25  
   
 
 
 
 

See accompanying notes.

Page 4 of 22



AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(Dollars in thousands, except per share data)
(Unaudited)

 
  Preferred
Stock

  Common
Stock

  Additional
Paid-in
Capital

  Accumulated
Other
Comprehensive
Loss

  Retained
Earnings

  Total
Stockholders'
Equity

 
Balance at January 1, 2001   $ 625   $ 14,530   $ 57,577   $ (16,876 ) $ 2,796   $ 58,652  
Comprehensive income:                                      
  Net income for period                     4,797     4,797  
  Change in net unrealized
investment gains/losses
                14,618         14,618  
                                 
 
Total comprehensive income                                   19,415  
Net issuance of 2,052 shares of
common stock
        2     7             9  
   
 
 
 
 
 
 
Balance at September 30, 2001   $ 625   $ 14,532   $ 57,584   $ (2,258 ) $ 7,593   $ 78,076  
   
 
 
 
 
 
 

Balance at January 1, 2002

 

$

625

 

$

14,517

 

$

57,452

 

$

(33,531

)

$

3,504

 

$

42,567

 
Comprehensive income:                                      
  Net income for period                     10,410     10,410  
  Change in net unrealized
investment gains/losses
                26,198         26,198  
                                 
 
Total comprehensive income                                   36,608  
Net acquisition of 68,522 shares
of common stock
        (69 )   (581 )           (650 )
   
 
 
 
 
 
 
Balance at September 30, 2002   $ 625   $ 14,448   $ 56,871   $ (7,333 ) $ 13,914   $ 78,525  
   
 
 
 
 
 
 

        Total comprehensive income for the third quarter of 2002 was $13,905 and was comprised of net income of $2,901 and a decrease in net unrealized depreciation of available for sale fixed maturity securities and equity securities of $11,004.

        Total comprehensive income for the third quarter of 2001 was $7,549 and was comprised of net income of $2,030 and a decrease in net unrealized depreciation of available for sale fixed maturity securities and equity securities of $5,519.

See accompanying notes.

Page 5 of 22



AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in thousands)
(Unaudited)

 
  Nine months ended
September 30,

 
 
  2002
  2001
 
Operating activities              
Net income   $ 10,410   $ 4,797  
Cumulative effect of change in accounting for derivatives         799  
Adjustments to reconcile net income to net cash used in operating activities:              
  Adjustments related to interest sensitive products:              
    Interest credited to account balances     126,704     63,042  
    Annuity and single premium universal life product charges     (10,398 )   (9,135 )
  Change in fair value of embedded derivatives     (16,962 )   (6,104 )
  Increase in traditional life insurance and accident and health reserves     5,180     4,105  
  Policy acquisition costs deferred     (130,616 )   (144,470 )
  Amortization of deferred policy acquisition costs     27,686     14,421  
  Provision for depreciation and other amortization     821     957  
  Amortization of discount and premiums on fixed maturity securities     (92,087 )   (42,019 )
  Realized gains on investments     (90 )   (808 )
  Change in fair value of derivatives     56,468     57,901  
  Deferred income taxes     (1,739 )   (4,994 )
  Reduction of amounts due to related party under General Agency
Commission and Servicing Agreement
    (13,398 )   (13,493 )
  Changes in other operating assets and liabilities:              
    Accrued investment income     (1,625 )   (15,970 )
    Receivables from related parties     (14,145 )   9,650  
    Federal income taxes recoverable/payable     3,521     (1,450 )
    Other policy funds and contract claims     11,111     3,583  
    Amount due to related party     3,242      
    Other amounts due to related parties     (104 )   (4,000 )
    Other liabilities     15,884     27,711  
  Other     280     (2,399 )
   
 
 
Net cash used in operating activities     (19,857 )   (57,876 )

Investing Activities

 

 

 

 

 

 

 
Sales, maturities, or repayments of investments:              
  Fixed maturity securities—available for sale     2,638,159     667,870  
  Equity securities     10,525     5,175  
  Derivative instruments     7,301     2,213  
  Mortgage loans on real estate     1,874      
   
 
 
      2,657,859     675,258  

Acquisition of investments:

 

 

 

 

 

 

 
  Fixed maturity securities—available for sale     (3,287,204 )   (1,653,468 )
  Fixed maturity securities—held for investment     (215,161 )    
  Equity securities     (7,554 )   (8,859 )
  Mortgage loans on real estate     (146,635 )   (49,516 )
  Derivative instruments     (74,081 )   (58,464 )
  Policy loans     (1 )   (36 )
   
 
 
      (3,730,636 )   (1,770,343 )

Purchases of property, furniture and equipment

 

 

(1,004

)

 

(1,137

)
   
 
 
Net cash used in investing activities     (1,073,781 )   (1,096,222 )

Page 6 of 22


AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
(Dollars in thousands)
(Unaudited)

 
  Nine months ended
September 30,

 
 
  2002
  2001
 
Financing activities              
Receipts credited to annuity and single premium universal life
policyholder account balances
  $ 1,254,495   $ 1,759,701  
Return of annuity and single premium universal life policyholder
account balances
    (232,740 )   (161,687 )
Decrease in amounts due under repurchase agreements         (110,000 )
Proceeds from notes payable         6,000  
Repayments of notes payable     (10,000 )    
Amounts due to reinsurer     (2,046 )   14,318  
Net proceeds (payments) from issuance/acquisition of common stock     (650 )   10  
   
 
 
Net cash provided by financing activities     1,009,059     1,508,342  
   
 
 

Increase (decrease) in cash and cash equivalents

 

 

(84,579

)

 

354,244

 

Cash and cash equivalents at beginning of period

 

 

184,130

 

 

175,724

 
   
 
 
Cash and cash equivalents at end of period   $ 99,551   $ 529,968  
   
 
 

Supplemental disclosures of cash flow information

 

 

 

 

 

 

 
Cash paid during period for:              
  Interest on notes payable and repurchase agreements   $ 2,847   $ 3,626  
  Income taxes—life subsidiary     3,474     9,150  

Non-cash financing and investing activities:

 

 

 

 

 

 

 
  Bonus interest deferred as policy acquisition costs     20,680     15,329  

See accompanying notes.

Page 7 of 22



AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2002
(Unaudited)

1.    Basis of Presentation

        The accompanying unaudited consolidated financial statements of American Equity Investment Life Holding Company (the Company) have been prepared in accordance with accounting principles generally accepted in the United States (GAAP) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all the information and notes required by GAAP for complete financial statements. The unaudited consolidated financial statements reflect all adjustments, consisting only of normal recurring items, which are necessary to present fairly our financial position and results of operations on a basis consistent with the prior audited financial statements. Operating results for the three-month and nine-month periods ended September 30, 2002, are not necessarily indicative of the results that may be expected for the year ended December 31, 2002. For further information, refer to our consolidated financial statements and notes for the year ended December 31, 2001 included in our annual report on Form 10-K.

2.    Accounting Changes

        In June 2001, the Financial Accounting Standards Board issued SFAS No. 141, Business Combinations and SFAS No. 142, Goodwill and other Intangible Assets. Under the new Statements, goodwill and intangibles with indefinite lives will no longer be amortized but will be subject to impairment tests at least on an annual basis. Intangible assets with finite lives will continue to be amortized over their estimated useful lives. Value of insurance in force acquired will continue to be amortized over the expected future gross profits of the acquired block of business. The adoption of these Statements on January 1, 2002 did not have a material impact to the Company. The Company's intangible assets at September 30, 2002 consist of deferred debt and trust preferred security costs of $1,725,000 and other intangible assets not subject to amortization of $333,000 related to insurance licences acquired in connection with the purchase of an inactive life insurance company in 1996.

3.    Short-Term Bond Transaction

        During the second quarter of 2002, the Company entered into a transaction relating to the short-sale of $150,000,000 of U.S. Treasury Securities. The transaction was intended to address interest rate exposure and generate capital gains that could be used to offset previously incurred capital losses. As a result of this transaction, the Company recorded short-term capital gains of $6,156,000, interest income of $863,000 and interest expense of $7,550,000 through September 30, 2002. The net effect of $531,000 is included in the consolidated statement of income as other interest expense. The Company has an obligation to repurchase, on or before November 14, 2002, $150,000,000 of U.S. Treasury Securities that had a market value of $151,782,000 at September 30, 2002. The Company has placed the proceeds of $157,279,000 from the short sale into an interest-bearing collateral account to provide for the repurchase. At September 30, 2002, the net obligation on this transaction was $536,000, which included net accrued interest payable of $6,522,000. This net obligation is included in other liabilities.

4.    General Agency Commission and Servicing Agreement

        The Company has a General Agency Commission and Servicing Agreement with American Equity Investment Service Company (the Service Company), wholly-owned by the Company's chairman, whereby, the Service Company acts as a national supervisory agent with responsibility for paying commissions to agents of the Company. This Agreement is more fully described in Note 8 to the Audited Financial Statements included in the Company's Form 10-K for December 31, 2001.

        During the nine months ended September 30, 2002 and 2001, the Company paid renewal commissions to the Service Company of $16,245,000 and $17,588,000, respectively, which were used to reduce the amount due under the General Agency Commission and Servicing Agreement, and amounts attributable to imputed interest.

        During 1999, the Company agreed to loan to the Service Company up to $50,000,000 pursuant to a promissory note bearing interest at the "reference rate" of the financial institution which is the Company's principal lender. The Company advanced $27,000,000 and $18,175,000 to the Service Company during the years ended December 31, 2000 and 1999, respectively. Principal and interest are payable quarterly over five years from

Page 8 of 22



the date of the advance. At September 30, 2002 and December 31, 2001, amounts receivable from the Service Company totaled $22,705,000 and $29,139,000, respectively.

5.    Reclassifications

        Certain amounts in the unaudited consolidated financial statements for the period ended September 30, 2001 have been reclassified to conform to the financial statement presentation for September 30, 2002 and December 31, 2001.

6.    Earnings Per Share

        The following table sets forth the computation of earnings per common share and earnings per common share—assuming dilution:

 
  Three Months Ended
September 30,

  Nine Months Ended
September 30,

 
 
  2002
  2001
  2002
  2001
 
 
  (Dollars in thousands, except per share data)

 
Numerator:                          
Income before cumulative effect of change in
accounting principle
  $ 2,901   $ 2,030   $ 10,410   $ 5,596  
Cumulative effect of change in accounting for
derivative instruments
                (799 )
   
 
 
 
 
Net income   $ 2,901   $ 2,030   $ 10,410   $ 4,797  
   
 
 
 
 

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

 
Weighted average shares outstanding     14,448,452     14,530,990     14,495,022     14,533,567  
Participating preferred stock     1,875,000     1,875,000     1,875,000     1,875,000  
   
 
 
 
 
Denominator for earnings per common shares     16,323,452     16,405,990     16,370,022     16,408,567  

Effect of dilutive securities:

 

 

 

 

 

 

 

 

 

 

 

 

 
  Warrants         20,004     6,144     20,004  
  Stock options and management subscription rights     826,009     1,679,666     826,137     1,680,850  
  Deferred compensation agreements     1,088,354     753,349     1,088,354     753,590  
   
 
 
 
 
Denominator for earnings per common share—
assuming dilution
    18,237,815     18,859,009     18,290,657     18,863,011  

Earnings per common share (as previously reported):

 

 

 

 

 

 

 

 

 

 

 

 

 
  Income before cumulative effect of change in
accounting principle
    N/A   $ 0.14     N/A   $ 0.38  
  Cumulative effect of change in accounting for derivatives     N/A         N/A     (0.05 )
   
 
 
 
 
  Earnings per common share (as previously reported)     N/A   $ 0.14     N/A   $ 0.33  
   
 
 
 
 

Earnings per common share (as restated):

 

 

 

 

 

 

 

 

 

 

 

 

 
  Income before cumulative effect of change in
accounting principle
  $ 0.18   $ 0.12   $ 0.64   $ 0.34  
  Cumulative effect of change in accounting for derivatives                 (0.05 )
   
 
 
 
 
  Earnings per common share (as restated)   $ 0.18   $ 0.12   $ 0.64   $ 0.29  
   
 
 
 
 

Earnings per common share—assuming dilution:

 

 

 

 

 

 

 

 

 

 

 

 

 
  Income before cumulative effect of change in
accounting principle
  $ 0.16   $ 0.11   $ 0.57   $ 0.30  
  Cumulative effect of change in accounting for derivatives                 (0.05 )
   
 
 
 
 
Earnings per common share—assuming dilution   $ 0.16   $ 0.11   $ 0.57   $ 0.25  
   
 
 
 
 

        Earnings per common share for the nine months ended September 30, 2001 have been restated above on a comparable basis for the adoption of the FASB's Emerging Issues Task Force ("EITF") Issue No. D-95, "Effect of Participating Convertible Securities on Computation of Basic Earnings Per Share." EITF D-95 requires the inclusion of the Company's 1998 Series A Participating Preferred Stock, which converts into shares of the Company's common stock on December 31, 2003, in the calculation of earnings per common share. Earnings per share for the three months ended September 30, 2001 were previously restated as part of the Company's 2001 Form 10-K filing.

Page 9 of 22


AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY

ITEM 2.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

        Management's discussion and analysis reviews our consolidated financial position at September 30, 2002, and the consolidated results of operations for the periods ended September 30, 2002 and 2001, and where appropriate, factors that may affect future financial performance. This analysis should be read in conjunction with the unaudited consolidated financial statements and notes thereto appearing elsewhere in this Form 10-Q, and the audited consolidated financial statements, notes thereto and selected consolidated financial data appearing in the Company's Annual Report on Form 10-K for the year ended December 31, 2001.

        All statements, trend analyses and other information contained in this report and elsewhere (such as in filings by us with the Securities and Exchange Commission, press releases, presentations by us or our management or oral statements) relative to markets for our products and trends in our operations or financial results, as well as other statements including words such as "anticipate," "believe," "plan," "estimate," "expect," "intend," and other similar expressions, constitute forward-looking statements under the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors which may cause actual results to be materially different from those contemplated by the forward-looking statements. Such factors include, among other things:

Results of Operations

Three and Nine Months Ended September 30, 2002 and 2001

        Our business has continued to grow rapidly, with reserves for annuities and single premium universal life policies increasing from $3,968,455,000 at December 31, 2001 to $5,110,294,000 at September 30, 2002. Deposits from sales of annuities and single premium universal life policies during the nine months ended September 30, 2002, before reinsurance ceded, increased 9% to $1,911,493,000 compared to $1,759,701,000 for the same period in 2001. Deposits for the nine months ended September 30, 2002 were reduced by $656,998,000 for amounts ceded to an affiliate insurance company as part of a coinsurance agreement as described in Note 5 of the Notes to Consolidated Financial Statements found in the Annual Report on Form 10-K. The continued strong production is a direct result of the growth in our agency force which increased from 22,000 agents at December 31, 2000 to 34,000 agents at December 31, 2001 and 41,000 agents at September 30, 2002. In July, 2002, A.M. Best Company adjusted our claims paying rating from "A-"(Excellent) to "B+"(Very Good). To date, this adjustment has caused no change in new sales of annuity products or in lapses of existing annuity account balances. Whether the adjustment will have a future impact on new sales or lapses is uncertain.

        Our net income increased 43% to $2,901,000 for the third quarter of 2002, and 86% to $10,410,000 for the nine months ended September 30, 2002, compared to income before cumulative effect of change in accounting principle of $2,030,000 and $5,596,000 for the same periods in 2001. These increases are primarily attributable to an increase in net investment income due to the growth in our invested assets from sales of annuities.

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        Traditional life and accident and health insurance premiums increased 4% to $3,394,000 for the third quarter of 2002, and 8% to $10,714,000 for the nine months ended September 30, 2002 compared to $3,266,000 and $9,881,000 for the same periods in 2001. These changes are principally attributable to corresponding changes in direct sales of life products.

        Annuity and single premium universal life product charges (surrender charges assessed against policy withdrawals and mortality and expense charges assessed against single premium universal life policyholder account balances) increased 19% to $3,922,000 for the third quarter of 2002, and 14% to $10,398,000 for the nine months ended September 30, 2002 compared to $3,288,000 and $9,135,000 for the same periods in 2001. These increases are principally attributable to the growth in our annuity business and correspondingly, an increase in annuity policy withdrawals subject to surrender charges. Withdrawals from annuity and single premium universal life policies were $232,740,000 (5.82% of total account balances) for the nine months ended September 30, 2002 compared to $161,687,000 (7.15% of total account balances) for the same period in 2001.

        Net investment income increased 30% to $77,878,000 in the third quarter of 2002, and 46% to $222,056,000 for the nine months ended September 30, 2002 compared to $59,731,000 and $152,087,000 for the same periods in 2001. Invested assets (amortized cost basis) increased 52% to $4,658,329,000 at September 30, 2002 compared to $3,062,772,000 at September 30, 2001. The yield on average invested assets and cash was 7.02% (7.19% excluding cash and cash equivalents) for the nine months ended September 30, 2002 compared to 7.29% (7.90% excluding cash and cash equivalents) for the nine months ended September 30, 2001.

        Realized gains on the sale of investments consisted of net realized gains of $608,000 in the third quarter of 2002 compared to net realized gains of $69,000 for the same period in 2001. For the nine months ended September 30, 2002, the Company had net realized gains of $90,000 compared to net realized gains of $808,000 for the same period in 2001. In the first nine months of 2002, net realized gains of $90,000 included: (i) net realized gains of $11,470,000 on the sale of certain fixed maturity and equity securities and (ii) the write down of $11,380,000 in the fair value of certain securities in recognition of an "other than temporary" impairments.

        Change in fair value of derivatives that we hold to fund the annual index credits on our equity index annuities was $(12,482,000) in the third quarter of 2002, and $(56,468,000) for the nine months ended September 30, 2002 compared to $(27,118,000) and $(57,901,000) for the same periods in 2001. The difference between the change in fair value of derivatives between the periods is primarily due to the performance of the indexes during these periods upon which our call options are based. In addition, the difference between the change in fair value of derivatives between the periods was affected by gains received on the termination of options for the nine months ended September 30, 2002 of $8,871,000 compared to gains received on the termination of options for the nine months ended September 30, 2001 of $2,213,000. These gains are passed on to the policyholder as index credits. We mark to fair value the purchased call options we use to fund the annual index credits on our equity index annuities, and include changes in such fair value as a component of our revenues. See Critical Accounting Policies—Derivative Instruments—Equity Index Products found in the Annual Report on Form 10-K.

        Traditional life and accident and health insurance benefits decreased 37% to $2,016,000 in the third quarter of 2002, and 9% to $7,040,000 for the nine months ended September 30, 2002 compared to $3,176,000 and $7,768,000 for the same periods in 2001. These decreases are principally attributable to a decrease in death benefits and surrenders.

        Interest credited to annuity policyholder account balances increased 73% to $47,681,000 in the third quarter of 2002, and 101% to $126,704,000 for the nine months ended September 30, 2002 compared to $27,526,000 and $63,042,000 for the same periods in 2001. These increases are principally attributable to the increase in annuity liabilities.

        The amounts are also impacted by changes in the weighted average crediting rates for our annuity liabilities, which are summarized as follows for the nine months ended September 30, 2002 and 2001, respectively:

 
  Fixed Rate
(without bonuses)

  Fixed Rate
(with bonuses)

  Equity Index
Credits

  Equity Index
Option Costs

 
September 30, 2002   5.17 % 5.81 % 3.16 % 4.09 %
September 30, 2001   5.62 % 6.12 % 1.36 % 4.45 %

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        The weighted average cost of our liabilities including the fixed crediting rate (without bonuses) and the equity index option costs was 4.61% for the nine months ended September 30, 2002 and 5.05% for the nine months ended September 30, 2001. Thus, based upon the net investment yield on average assets as reported above, we earned 2.41% and 2.24% for the nine months ended September 30, 2002 and 2001, respectively. The above crediting rates on our fixed rate annuities includes both multi-year rate guaranteed and annually adjustable rate products. Such rates are disclosed with and without the impact of first-year bonuses paid to policyholders. Generally such bonuses are deducted from the commissions paid to sales agents on such products and deferred as policy acquisition costs. With respect to our equity index annuities, the weighted average option costs represent the expenses we incur to fund the annual index credits on the equity index business. Gains realized on such options are recorded as part of the change in fair value of derivatives and are also reflected as an expense in interest credited to annuity policyholder account balances.

        Change in fair value of embedded derivatives was $449,000 in the third quarter of 2002 and $(16,962,000) for the nine months ended September 30, 2002 compared to ($12,591,000) and ($6,104,000) for the same periods in 2001. The difference between the change in fair value of embedded derivatives between the periods is primarily due to the performance of the indexes during these periods upon which the liabilities are based. We mark to fair value our equity index annuity reserves, and include changes in such fair value as a component of our expenses. The annual crediting liabilities on our equity index annuities are treated as a "series of embedded derivatives" over the life of the applicable contracts. We estimate the fair value of these future liabilities by projecting the cost of the annual options we will purchase in the future to fund the index credits. See Note 1 of the Notes to Consolidated Financial Statements found in the Annual Report on Form 10-K.

        Interest expense on notes payable decreased 42% to $430,000 for the third quarter of 2002, and 36% to $1,526,000 for the nine months ended September 30, 2002 compared to $744,000 and $2,395,000 for the same periods in 2001. These decreases are attributable to a decrease in the average cost of funds borrowed and a decrease in the amounts due on notes payable.

        Interest expense on General Agency Commission and Servicing Agreement decreased 38% to $848,000 for the third quarter of 2002, and 36% to $2,847,000 for the nine months ended September 30, 2002 compared to $1,378,000 and $4,439,000 for the same periods in 2001. These decreases are principally attributable to a decrease in the amounts due under General Agency Commission and Servicing Agreement. See Note 8 of the Notes to Consolidated Financial Statements found in the Annual Report on Form 10-K.

        Other interest expense totaled $218,000 for the third quarter of 2002, and $1,106,000 for the nine months ended September 30, 2002 compared to $433,000 and $1,383,000 for the same periods in 2001. These amounts primarily consist of interest on amounts due under repurchase agreements and net interest expense on a short-bond transaction. We entered into a short sale of $150,000,000 of U.S. Treasury Securities during the second quarter of 2002 and have recorded net interest expense of $531,000 related to this transaction. See Note 3 of the Notes to Consolidated Financial Statements found in this Form 10-Q. Interest expense on amounts due under repurchase agreements decreased from $1,123,000 to $251,000 during the nine months ended September 30, 2002 compared to the same period in 2001. This decrease is principally attributable to a decrease in the average balances outstanding.

        Amortization of deferred policy acquisition costs and value of insurance in force acquired increased 12% to $9,822,000 in the third quarter of 2002, and 89% to $27,764,000 for the nine months ended September 30, 2002 compared to $8,782,000 and $14,659,000 for the same periods in 2001. These increases are primarily due to the (i) growth in our annuity business as discussed above; and (ii) the introduction of multi-year rate guaranteed products with shorter expected lives. See Note 1 of the Notes to Consolidated Financial Statements found in the Annual Report on Form 10-K.

        Other operating costs and expenses increased 13% to $5,601,000 in the third quarter of 2002, and 24% to $15,515,000 for the nine months ended September 30, 2002 compared to $4,970,000 and $12,538,000 for the same periods in 2001. These increases are principally attributable to increases in salary expense, related benefits, professional fees and certain marketing expenses, due to an increased number of policies in force.

        Income tax expense increased 61% to $1,494,000 in the third quarter of 2002, and 94% to $5,256,000 for the nine months ended September 30, 2002 compared to $926,000 and $2,707,000 for the same periods in 2001. These increases are principally due to an increase in pretax income. The effective income tax rate for the 2002 periods is less than the applicable statutory federal income tax rate of 35% because of (i) tax benefits for earnings

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attributable to redeemable preferred securities of subsidiary trusts and (ii) state income tax benefits on the parent company's non-life loss (life insurance subsidiary taxable income is taxed at the 35% federal income tax rate and not generally subject to state income taxes).

Financial Condition

Investments

        Cash and investments increased 26% to $4,763,445,000 at September 30, 2002 compared to $3,780,265,000 at December 31, 2001 as a result of the growth in our annuity business discussed above and an increase in the fair value of our available-for-sale fixed maturity and equity securities. At September 30, 2002, the fair value of our available-for-sale fixed maturity and equity securities was $32,097,000 less than the amortized cost of those investments, compared to $126,643,000 at December 31, 2001. At September 30, 2002, the fair value of our fixed maturity securities held for investment exceeded the amortized cost by $1,326,000, compared to an unrealized loss of $42,227,000 at December 31, 2001. During the third quarter of 2002, we transferred fixed maturity securities at fair value of $436,652,000 (amortized cost of $435,705,000) to held for investment to match our investment objectives, which are to hold these securities to maturity. The unrealized gain on these securities at the date of transfer is included as a separate component of our other comprehensive income, and will be amortized over the lives of the securities. The decrease in the net unrealized investment losses at September 30, 2002 compared to December 31, 2001 is related to a decrease of approximately 146 basis points in market interest rates. Such unrealized losses are recognized in the accumulated other comprehensive loss component of stockholders' equity, net of related changes in the amortization patterns of deferred policy acquisition costs and deferred income taxes. The resulting deferred tax asset has been reviewed by management and no related valuation allowance was considered necessary at September 30, 2002. However, if management were to determine that an allowance was required during the fourth quarter of 2002, such amounts would increase the accumulated other comprehensive loss component of stockholders' equity.

        Our investment portfolio is summarized in the tables below:

 
  September 30, 2002
  December 31, 2001
 
 
  Carrying
Amount

  Percent
  Carrying
Amount

  Percent
 
 
  (Dollars in thousands)

 
Fixed maturities:                      
  United States Government and agencies   $ 3,690,200   77.5 % $ 2,087,484   55.2 %
  State, municipal, and other governments     5,525   0.1 %   5,099   0.1 %
  Public utilities     32,291   0.7 %   38,472   1.0 %
  Corporate securities     328,074   6.9 %   473,556   12.5 %
  Redeemable preferred stocks     94,493   2.0 %   92,649   2.5 %
  Mortgage and asset-backed securities                      
      Government     54,229   1.1 %   528,325   14.0 %
      Non-Government     154,977   3.2 %   203,781   5.4 %
   
 
 
 
 
  Total fixed maturities     4,359,789   91.5 %   3,429,366   90.7 %
Equity securities     14,419   0.3 %   18,245   0.5 %
Mortgage loans     252,942   5.3 %   108,181   2.9 %
Derivative instruments     36,452   0.8 %   40,052   1.1 %
Policy loans     292   0.0 %   291   0.0 %
Cash and cash equivalents     99,551   2.1 %   184,130   4.8 %
   
 
 
 
 
      Total cash and investments   $ 4,763,445   100.0 % $ 3,780,265   100.0 %
   
 
 
 
 

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        At September 30, 2002 and December 31, 2001, the amortized cost and estimated fair value of fixed maturity securities and equity securities that were in an unrealized loss position were as follows:

 
  September 30, 2002
 
  Amortized
Cost

  Unrealized
Losses

  Estimated
Fair Value

 
  (Dollars in thousands)

Fixed maturity securities:                  
  Available for sale:                  
    United States Government and agencies   $ 667,259   $ (624 ) $ 666,635
    Public utilities     5,025     (2,775 )   2,250
    Corporate securities     180,658     (24,586 )   156,072
    Redeemable preferred stocks     4,000     (242 )   3,758
    Mortgage and asset-backed securities:                  
      Non-government     109,398     (23,489 )   85,909
   
 
 
    $ 966,340   $ (51,716 ) $ 914,624
   
 
 
 
Held for investment:

 

 

 

 

 

 

 

 

 
    United States Government and agencies   $ 171,840   $ (281 ) $ 171,559
   
 
 
    $ 171,840   $ (281 ) $ 171,559
   
 
 
 
Equity securities:

 

 

 

 

 

 

 

 

 
    Non-redeemable preferred stocks   $ 5,000   $ (50 ) $ 4,950
    Common stocks     4,874     (1,284 )   3,590
   
 
 
    $ 9,874   $ (1,334 ) $ 8,540
   
 
 
 
  December 31, 2001
 
  Amortized
Cost

  Unrealized
Losses

  Estimated
Fair Value

 
  (Dollars in thousands)

Fixed maturity securities:                  
  Available for sale:                  
    United States Government and agencies   $ 1,334,060   $ (64,631 ) $ 1,269,429
    State, municipal and other governments     5,234     (135 )   5,099
    Public utilities     29,364     (1,368 )   27,996
    Corporate securities     320,703     (27,228 )   293,475
    Redeemable preferred stocks     3,528     (188 )   3,340
    Mortgage and asset-backed securities:                  
      Government     493,295     (23,854 )   469,441
      Non-government     168,321     (21,366 )   146,955
   
 
 
    $ 2,354,505   $ (138,770 ) $ 2,215,735
   
 
 
 
Held for investment:

 

 

 

 

 

 

 

 

 
    United States Government and agencies   $ 379,011   $ (45,210 ) $ 333,801
   
 
 
    $ 379,011   $ (45,210 ) $ 333,801
   
 
 

Equity securities:

 

 

 

 

 

 

 

 

 
  Non-redeemable preferred stocks   $ 6,850   $ (130 ) $ 6,720
  Common stocks     2,992     (252 )   2,740
   
 
 
    $ 9,842   $ (382 ) $ 9,460
   
 
 

        The amortized cost and estimated fair value of fixed maturity securities at September 30, 2002 and December 31, 2001, by contractual maturity, that were in an unrealized loss position are shown below. Actual maturities will differ from contractual maturities because borrowers may have the right to call or prepay

Page 14 of 22



obligations with or without call or prepayment penalties. All of our mortgage-backed and asset-backed securities provide for periodic payments throughout their lives, and are shown below as a separate line.

 
  September 30, 2002
 
  Available-for-sale
  Held for investment
 
  Amortized
Cost

  Estimated
Fair Value

  Amortized
Cost

  Estimated
Fair Value

 
  (Dollars in thousands)

Due after one year through five years   $ 9,823   $ 6,075   $   $
Due after five years through ten years     41,383     34,805        
Due after ten years through twenty years     54,946     49,226        
Due after twenty years     750,790     738,609     171,840     171,559
   
 
 
 
      856,942     828,715     171,840     171,559

Mortgage-backed and asset-backed securities

 

 

109,398

 

 

85,909

 

 


 

 

   
 
 
 
    $ 966,340   $ 914,624   $ 171,840   $ 171,559
   
 
 
 
 
  December 31, 2001
 
  Available-for-sale
  Held for investment
 
  Amortized
Cost

  Estimated
Fair Value

  Amortized
Cost

  Estimated
Fair Value

 
  (Dollars in thousands)

Due after one year through five years   $ 4,718   $ 4,554   $   $
Due after five years through ten years     69,715     66,307        
Due after ten years through twenty years     377,480     351,674        
Due after twenty years     1,240,976     1,176,804     379,011     333,801
   
 
 
 
      1,692,889     1,599,339     379,011     333,801

Mortgage-backed and asset-backed securities

 

 

661,616

 

 

616,396

 

 


 

 

   
 
 
 
    $ 2,354,505   $ 2,215,735   $ 379,011   $ 333,801
   
 
 
 

        The table below presents our fixed maturity securities by NAIC designation and the equivalent ratings of the nationally recognized securities rating organizations.

 
   
  September 30, 2002
 
NAIC Designation
  Rating Agency
  Carrying
Amount

  Percent
 
 
   
  (Dollars in thousands)

 
1   Aaa/Aa/A   $ 4,070,748   93.5 %
2   Baa     227,912   5.2 %
3   Ba     43,014   1.0 %
4   B     12,265   0.3 %
5   Caa and lower     5,850    
6   In or near default        
       
 
 
    Total fixed maturities   $ 4,359,789   100.0 %
       
 
 

        Approximately 79% and 69% of our total invested assets were in United States Government and agency fixed maturity securities including government guaranteed mortgage-backed securities at September 30, 2002 and December 31, 2001, respectively. Corporate securities represented approximately 7% and 13% at September 30, 2002 and December 31, 2001 of our total invested assets, respectively. There are no other significant concentrations in the portfolio by type of security or by industry.

        At September 30, 2002 and December 31, 2001, the fair value of investments we owned that were non-investment grade or non rated was $64,719,000 and $52,522,000, respectively. The unrealized losses on investments we owned that were non-investment grade or not rated at September 30, 2002 and December 31, 2001, were $23,015,000 and $7,156,000, respectively.

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        At September 30, 2002 and December 31, 2001, we identified certain invested assets which have characteristics (i.e significant unrealized losses compared to book value and industry trends) creating uncertainty as to our future assessment of other than temporary impairments which are listed below by length of time these invested assets have been in an unrealized loss position. We have excluded from this list securities with unrealized losses which are related to market movements in interest rates.

 
  September 30, 2002
 
  Amortized
Cost

  Unrealized
Losses

  Fair Value
 
  (Dollars in thousands)

3 months or less   $ 3,000   $ (900 ) $ 2,100
Greater than 3 months to 6 months            
Greater than 6 months to 9 months     9,848     (5,648 )   4,200
Greater than 9 months to 12 months     5,025     (2,775 )   2,250
Greater than 12 months     49,882     (13,292 )   36,590
   
 
 
    $ 67,755   $ (22,615 ) $ 45,140
   
 
 
 
  December 31, 2001
 
  Amortized
Cost

  Unrealized
Losses

  Fair Value
 
  (Dollars in thousands)

3 months or less   $ 8,361   $ (1,075 ) $ 7,286
Greater than 3 months to 6 months     24,968     (5,418 )   19,550
Greater than 6 months to 9 months     9,547     (1,155 )   8,392
Greater than 9 months to 12 months     26,664     (7,849 )   18,815
Greater than 12 months            
   
 
 
    $ 69,540   $ (15,497 ) $ 54,043
   
 
 

        We have reviewed these investments and concluded that there was no other than temporary impairment on these investments at September 30, 2002 and December 31, 2001. The factors that we considered in making this determination included the financial condition and near-term prospects of the issuer, whether the issuer is current on all payments and all contractual payments have been made, our intent and ability to hold the investment to allow for any anticipated recovery and the length of time and extent to which the fair value has been less than cost.

        During 2001, we began a commercial mortgage loan program. At September 30, 2002, we held $252,942,000 of mortgage loans compared to $108,181,000 at December 31, 2001. These mortgage loans are diversified as to property type, location, and loan size, and are collateralized by the related properties. Our mortgage lending policies establish limits on the amount that can be loaned to one borrower and require diversification by geographic location and collateral type. At September 30, 2002, the commercial mortgage loan portfolio is diversified by geographic region and specific collateral property type as follows:

 
  September 30, 2002
 
 
  Carrying
Amount

  Percent
 
 
  (Dollars in thousands)

 
Geographic distribution            
East North Central   $ 32,365   12.8 %
East South Central     15,857   6.3 %
Middle Atlantic     30,427   12.0 %
New England     8,018   3.2 %
South Atlantic     79,226   31.3 %
Mountain     17,363   6.9 %
Pacific     14,784   5.8 %
West South Central     6,955   2.7 %
West North Central     47,947   19.0 %
   
 
 
  Total   $ 252,942   100.0 %
   
 
 

Page 16 of 22


 
  September 30, 2002
 
 
  Carrying
Amount

  Percent
 
 
  (Dollars in thousands)

 
Property type distribution            
Office   $ 95,131   37.6 %
Retail     74,211   29.3 %
Industrial     52,570   20.8 %
Hotel     18,290   7.2 %
Apartments     971   0.4 %
Mixed use/other     11,769   4.7 %
   
 
 
  Total   $ 252,942   100.0 %
   
 
 

Liquidity

        We did not issue any debt securities during the first nine months of 2002. Certain restrictive covenants of our credit agreement related to the Company's notes payable have been amended during 2002. For information related to the Company's notes payable and requirements under the related credit agreement, see Note 7 of the Notes to Consolidated Financial Statements found in the Annual Report on Form 10-K.

        The statutory capital and surplus of our life insurance subsidiaries at September 30, 2002 was $174,310,000. The life insurance subsidiaries made surplus note interest payments to us of $1,820,000 during the nine months ended September 30, 2002. For the remainder of 2002, up to $17,800,000 can be distributed by the life insurance subsidiaries as dividends without prior regulatory approval. Dividends may be made only out of earned surplus, and all surplus note payments are subject to prior approval by regulatory authorities. Our life insurance subsidiaries have $4,503,000 of earned surplus at September 30, 2002.

        The transfer of funds by our life insurance subsidiary, American Equity Investment Life Insurance Company ("American Equity Life"), is also restricted by certain covenants in our bank credit facility, which, among other things, requires American Equity Life to maintain statutory capital and surplus (including asset valuation and interest maintenance reserves) equal to a minimum of $140,000,000 plus 25% of statutory net income and 75% of the capital contributions to life insurance subsidiary for periods subsequent to December 31, 2000. Under the most restrictive of these limitations, approximately $8,393,000 of our earned surplus at September 30, 2002 would be available for distribution by American Equity Life to the parent company in the form of dividends or other distributions.


ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

        We seek to invest our available funds in a manner that will maximize shareholder value and fund future obligations to policyholders and debtors, subject to appropriate risk considerations. We seek to meet this objective through investments that: (i) consist predominately of investment grade fixed maturity securities of very high credit quality; (ii) have projected returns which satisfy our spread targets; and (iii) have characteristics which support the underlying liabilities. Many of our products incorporate surrender charges, market interest rate adjustments or other features to encourage persistency.

        We seek to maximize the total return on our available for sale investments through active investment management. Accordingly, we have determined that our available for sale portfolio of fixed maturity securities is available to be sold in response to: (i) changes in market interest rates; (ii) changes in relative values of individual securities and asset sectors; (iii) changes in prepayment risks; (iv) changes in credit quality outlook for certain securities; (v) liquidity needs: and (vi) other factors. We have a portfolio of held for investment securities which consists principally of zero coupon bonds issued by U.S. government agencies. These securities are purchased to secure long-term yields which meet our spread targets and support the underlying liabilities.

        Interest rate risk is our primary market risk exposure. Substantial and sustained increases and decreases in market interest rates can affect the profitability of our products and the market value of our investments. The profitability of most of our products depends on the spreads between interest yield on investments and rates credited on insurance liabilities. We have the ability to adjust crediting rates (participation or asset fee rates for equity-index annuities) on substantially all of our annuity policies at least annually (subject to minimum guaranteed values). In addition, substantially all of our annuity products have surrender and withdrawal penalty

Page 17 of 22



provisions designed to encourage persistency and to help ensure targeted spreads are earned. However, competitive factors, including the impact of the level of surrenders and withdrawals, may limit our ability to adjust or maintain crediting rates at levels necessary to avoid narrowing of spreads under certain market conditions.

        A major component of our interest rate risk management program is structuring the investment portfolio with cash flow characteristics consistent with the cash flow characteristics of our insurance liabilities. We use computer models to simulate cash flows expected from our existing business under various interest rate scenarios. These simulations enable us to measure the potential gain or loss in fair value of our interest rate-sensitive financial instruments, to evaluate the adequacy of expected cash flows from our assets to meet the expected cash requirements of our liabilities and to determine if it is necessary to lengthen or shorten the average life and duration of our investment portfolio. (The "duration" of a security is the time weighted present value of the security's expected cash flows and is used to measure a security's sensitivity to changes in interest rates.) When the durations of assets and liabilities are similar, exposure to interest rate risk is minimized because a change in value of assets should be largely offset by a change in the value of liabilities. At September 30, 2002, the effective duration of our cash and invested assets backing our insurance liabilities was approximately 6.63 years and the estimated duration of our insurance liabilities was approximately 6.68 years.

        If interest rates were to increase 10% from levels at September 30, 2002, we estimate that the fair value of our fixed maturity securities, net of corresponding changes in the values of deferred policy acquisition costs and insurance in force acquired would decrease by approximately $129,756,000. If interest rates were to increase 50 basis points from the levels at September 30, 2002, the effective duration of our cash and invested assets backing our insurance liabilities would be approximately 8.93 years. The computer models used to estimate the impact of a 10% change in market interest rates incorporate numerous assumptions, require significant estimates and assume an immediate and parallel change in interest rates without any management of the investment portfolio in reaction to such change. Consequently, potential changes in value of our financial instruments indicated by the simulations will likely be different from the actual changes experienced under given interest rate scenarios, and the differences may be material. Because we actively manage our investments and liabilities, our net exposure to interest rates can vary over time.

        At September 30, 2002, 88.1% of our fixed income securities have call features and 8.4% are subject to current redemption. Another 16.1% will become subject to call redemption through December 31, 2002. During the nine months ended September 30, 2002, we received $1,021,922,000 in net redemption proceeds related to the exercise of such call options. We have reinvestment risk related to these redemptions to the extent we cannot reinvest the net proceeds in assets with credit quality and yield characteristics similar to the redeemed bonds. Such reinvestment risk typically occurs in a declining rate environment. Should rates decline to levels which tighten the spread between our average portfolio yield and average cost of credited income on our annuity liability reserves, we have the ability to reduce crediting rates on most of our annuity liabilities to maintain the spread at our targeted level. Approximately 76% of our annuity liabilities are subject to annual adjustment of the applicable crediting rates at our discretion, limited by minimum guaranteed crediting rates of 3% to 4%.

        With respect to our equity index business, we purchase call options on the applicable equity indexes to fund the annual index credits on such annuities. These options are primarily one-year instruments purchased to match the funding requirements of the underlying policies. Our risk associated with the current options we hold is limited to the cost of such options. Market value changes associated with those investments are substantially offset by an increase or decrease in the amounts added to policyholder account balances for equity-indexed products. For the nine months ended September 30, 2002, we realized gains of $10,594,000 on our equity index options, and we credited $10,023,000 to policy holders. On the respective anniversary dates of the equity index policies, we purchase new one-year call options to fund the next annual index credits. The risk associated with these prospective purchases is the uncertainty of the cost, which will determine whether we are able to earn our spread on our equity index business. This is a risk we manage through the terms of our equity index annuities, which permit us to change annual participation rates, asset fees, and/or caps, subject to guaranteed minimums. By reducing participation rates, asset fees or caps, we can limit option costs to budgeted amounts except in cases where the minimum guarantees would prevent further reductions. Based upon actuarial testing conducted as a part of the design of our equity index product, we believe the risk that minimum guarantees would prevent us from controlling option costs is negligible.

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AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY


PART II.    OTHER INFORMATION

ITEM 2.    CHANGES IN SECURITIES AND USE OF PROCEEDS


ITEM 4.    CONTROLS AND PROCEDURES


ITEM 6.    EXHIBITS AND REPORTS ON FORM 8-K


 

 

99.1

 

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Page 19 of 22


AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY

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.


Date:    October 29, 2002

 

AMERICAN EQUITY INVESTMENT LIFE
HOLDING COMPANY

 

 

By:

 

/s/  
DAVID J. NOBLE      
David J. Noble, Chief Executive Officer
(Principal Executive Officer)

 

 

 

 

 

 

 

By:

 

/s/  
WENDY L. CARLSON      
Wendy L. Carlson, Chief Financial Officer
(Principal Financial Officer)

 

 

 

 

 

 

 

By:

 

/s/  
TED M. JOHNSON      
Ted M. Johnson, Vice President—Accounting
(Principal Accounting Officer)

 

 

 

 

 

Page 20 of 22


AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY


FORM OF CERTIFICATION FOR QUARTERLY REPORTS ON FORM 10-Q

        I, David J. Noble, certify that:


Date:    October 29, 2002

 

By:

 

/s/  
DAVID J. NOBLE      
David J. Noble, Chief Executive Officer
(Principal Executive Officer)

Page 21 of 22


AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY

FORM OF CERTIFICATION FOR QUARTERLY REPORTS ON FORM 10-Q

        I, Wendy L. Carlson, certify that:


Date:    October 29, 2002

 

By:

 

/s/  
WENDY L. CARLSON      
Wendy L. Carlson, Chief Financial Officer
(Principal Executive Officer)

Page 22 of 22




QuickLinks

PART I.—FINANCIAL INFORMATION
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED STATEMENTS OF INCOME
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
CONSOLIDATED STATEMENTS OF CASH FLOWS
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIGNATURES
FORM OF CERTIFICATION FOR QUARTERLY REPORTS ON FORM 10-Q
FORM OF CERTIFICATION FOR QUARTERLY REPORTS ON FORM 10-Q