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| EX-99.1 - EXHIBIT 99.1 - LINCOLN NATIONAL CORP | ex99-1.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of
the
Securities Exchange Act of 1934
November 17,
2009
Date of
Report (Date of earliest event reported)
Lincoln National
Corporation
(Exact
name of registrant as specified in its charter)
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Indiana
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1-6028
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35-1140070
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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150 N. Radnor Chester Road,
Radnor, PA 19087
(Address
of principal executive offices) (Zip Code)
(484)
583-1400
(Registrant’s
telephone number)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
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[
]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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[
]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[
]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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[
]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
2.02. Results of Operations and Financial Condition.
On
November 17, 2009, we posted slides to be used in connection with our 2009
Conference for Investors and Bankers, a copy of which is attached as Exhibit
99.1 and is incorporated herein by reference.
The
Conference for Investors and Bankers is being held on Tuesday, November 17,
2009, beginning at approximately 8:30 a.m. (ET). Interested persons
are invited to listen through the internet, either live or through on-demand
replay. The replay will be available for approximately one year beginning
November 18, 2009. Please visit www.lincolnfinancial.com/webcast at least
fifteen minutes prior to the event to register, download and install any
necessary streaming media software.
Item
7.01. Regulation FD Disclosure
The
response to Item 2.02 is hereby incorporated by reference in answer to this
Item 7.01.
FORWARD-LOOKING
STATEMENTS—CAUTIONARY LANGUAGE
Certain
statements made in this press release are "forward-looking statements" within
the meaning of the Private Securities Litigation Reform Act of 1995
("PSLRA"). A forward-looking statement is a statement that is not a
historical fact and, without limitation, includes any statement that may
predict, forecast, indicate or imply future results, performance or
achievements, and may contain words like: "believe", "anticipate", "expect",
"estimate", "project", "will", "shall" and other words or phrases with similar
meaning in connection with a discussion of future operating or financial
performance. In particular, these include statements relating to
future actions, trends in our businesses, prospective services or products,
future performance or financial results, and the outcome of contingencies, such
as legal proceedings. We claim the protection afforded by the safe
harbor for forward-looking statements provided by the PSLRA.
Forward-looking
statements involve risks and uncertainties that may cause actual results to
differ materially from the results contained in the forward-looking
statements. Risks and uncertainties that may cause actual results to
vary materially, some of which are described within the forward-looking
statements include, among others:
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·
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Continued
deterioration in general economic and business conditions, both domestic
and foreign, that may affect foreign exchange rates, premium levels,
claims experience, the level of pension benefit costs and funding and
investment results;
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·
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Continued
economic declines and credit market illiquidity could cause us to realize
additional impairments on investments and certain intangible assets,
including goodwill and a valuation allowance against deferred tax assets,
which may reduce future earnings and/or affect our financial condition and
ability to raise additional capital or refinance existing debt as it
matures;
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·
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Uncertainty
about the impact of the U.S. Treasury's Troubled Asset Relief Program on
the economy;
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·
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The
cost and other consequences of our participation in the
Capital Purchase Program, including the impact of existing and
future regulations to which we may become
subject;
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·
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Legislative,
regulatory or tax changes, both domestic and foreign, that affect the cost
of, or demand for, Lincoln's products, the required amount of reserves
and/or surplus, or otherwise affect our ability to conduct business,
including changes to statutory reserves and/or risk-based capital
requirements related to secondary guarantees under universal life and
variable annuity products such as Actuarial Guideline 43 also known as
VACARVM; restrictions on revenue sharing and 12b-1 payments; and the
potential for U.S. Federal tax
reform;
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·
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The
initiation of legal or regulatory proceedings against us or our
subsidiaries, and the outcome of any legal or regulatory proceedings, such
as: adverse actions related to present or past business
practices common in businesses in which we and our subsidiaries compete;
adverse decisions in significant actions including, but not limited to,
actions brought by federal and state authorities and extra-contractual and
class action damage cases; new decisions that result in changes in law;
and unexpected trial court rulings;
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·
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Changes
in interest rates causing a reduction of investment income, the margins on
our fixed annuity and life insurance businesses and demand for our
products;
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·
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A
decline in the equity markets causing a reduction in the sales of our
products, a reduction of asset-based fees that we charge on various
investment and insurance products, an acceleration of amortization of
deferred acquisition costs, value of business acquired, deferred sales
inducements and deferred front-end loads and an increase in liabilities
related to guaranteed benefit features of our variable annuity
products;
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·
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Ineffectiveness
of our various hedging strategies used to offset the impact of changes in
the value of liabilities due to changes in the level and volatility of the
equity markets and interest rates;
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·
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A
deviation in actual experience regarding future persistency, mortality,
morbidity, interest rates or equity market returns from the assumptions
used in pricing our products, in establishing related insurance reserves
and in the amortization of intangibles that may result in an increase in
reserves and a decrease in net
income;
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·
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Changes
in GAAP that may result in unanticipated changes to our net
income;
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·
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Lowering
of one or more of our debt ratings issued by nationally recognized
statistical rating organizations and the adverse impact such action may
have on our ability to raise capital and on our liquidity and financial
condition;
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·
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Lowering
of one or more of the insurer financial strength ratings of our insurance
subsidiaries and the adverse impact such action may have on the premium
writings, policy retention, profitability and liquidity of our insurance
subsidiaries;
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·
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Significant
credit, accounting, fraud or corporate governance issues that may
adversely affect the value of certain investments in the portfolios of our
companies requiring that we realize losses on such
investments;
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·
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The
impact of acquisitions and divestitures, restructurings, product
withdrawals and other unusual items, including our ability to integrate
acquisitions and to obtain the anticipated results and synergies from
acquisitions;
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·
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The
adequacy and collectibility of reinsurance that Lincoln has
purchased;
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Acts
of terrorism, a pandemic, war or other man-made and natural catastrophes
that may adversely affect our businesses and the cost and availability of
reinsurance;
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·
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Competitive
conditions, including pricing pressures, new product offerings and the
emergence of new competitors, that may affect the level of premiums and
fees that we can charge for our
products;
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·
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The
unknown impact on our business resulting from changes in the demographics
of our client base, as aging baby-boomers move from the asset-accumulation
stage to the asset-distribution stage of life;
and
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·
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Loss
of key management, portfolio managers, financial planners or
wholesalers.
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The risks
included here are not exhaustive. Our annual report on Form 10-K, quarterly
reports on Form 10-Q, current reports on Form 8-K and other documents filed with
the SEC include additional factors which could impact our business and financial
performance. Moreover, we operate in a rapidly changing and competitive
environment. New risk factors emerge from time to time and it is not possible
for management to predict all such risk factors.
Further,
it is not possible to assess the impact of all risk factors on our business or
the extent to which any factor, or combination of factors, may cause actual
results to differ materially from those contained in any forward-looking
statements. Given these risks and uncertainties, investors should not place
undue reliance on forward-looking statements as a prediction of actual results.
In addition, Lincoln disclaims any obligation to update any forward-looking
statements to reflect events or circumstances that occur after the date of this
release.
Item 9.01. Financial
Statements and Exhibits.
(d) Exhibits
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Exhibit No.
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Description
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99.1
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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 hereunto
duly authorized.
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LINCOLN
NATIONAL CORPORATION
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By
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/s/Frederick J. Crawford
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Name:
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Frederick
J. Crawford
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Title:
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Executive
Vice President and
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Chief
Financial Officer
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Date: November
17, 2009
Exhibit
Index
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Exhibit No.
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Description
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99.1
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