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

 

Date of report (Date of earliest event reported) February 10, 2014

 

ALLSTATE LIFE INSURANCE COMPANY

(Exact name of registrant as specified in charter)

 

Illinois

 

0-31248

 

36-2554642

(State or other

jurisdiction of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

3100 Sanders Road, Northbrook, Illinois

 

60062

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code  (847) 402-5000

 

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:

 

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



 

Section 2 – Financial Information

 

Item 2.02.             Results of Operations and Financial Condition.

 

The registrant furnishes below its Consolidated Statements of Operations for the three years ended December 31, 2013, 2012 and 2011 and Consolidated Statements of Financial Position as of December 31, 2013 and 2012, prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and certain non-GAAP measures:

 

ALLSTATE LIFE INSURANCE COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

 

($ in millions)

 

 

Year Ended December 31,

 

 

 

 

2013

 

 

 

2012

 

 

 

2011

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

Premiums

 

613

 

 

593

 

 

624

 

Contract charges

 

 

1,054

 

 

 

1,029

 

 

 

1,008

 

Net investment income

 

 

2,485

 

 

 

2,597

 

 

 

2,637

 

Realized capital gains and losses:

 

 

 

 

 

 

 

 

 

 

 

 

Total other-than-temporary impairment losses

 

 

(49

)

 

 

(60

)

 

 

(279

)

Portion of loss recognized in other comprehensive income

 

 

(3

)

 

 

(8

)

 

 

(14

)

Net other-than-temporary impairment losses recognized in earnings

 

 

(52

)

 

 

(68

)

 

 

(293

)

Sales and other realized capital gains and losses

 

 

128

 

 

 

52

 

 

 

683

 

Total realized capital gains and losses

 

 

76

 

 

 

(16

)

 

 

390

 

 

 

 

4,228

 

 

 

4,203

 

 

 

4,659

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

Contract benefits

 

 

1,606

 

 

 

1,521

 

 

 

1,502

 

Interest credited to contractholder funds

 

 

1,251

 

 

 

1,289

 

 

 

1,608

 

Amortization of deferred policy acquisition costs

 

 

240

 

 

 

324

 

 

 

430

 

Operating costs and expenses

 

 

434

 

 

 

437

 

 

 

394

 

Restructuring and related charges

 

 

6

 

 

 

--

 

 

 

1

 

Interest expense

 

 

23

 

 

 

45

 

 

 

45

 

 

 

 

3,560

 

 

 

3,616

 

 

 

3,980

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(Loss) gain on disposition of operations

 

 

(687

)

 

 

18

 

 

 

15

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(Loss) income from operations before income tax expense

 

 

(19

)

 

 

605

 

 

 

694

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax expense

 

 

19

 

 

 

179

 

 

 

225

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net (loss) income

 

(38

)

 

426

 

 

469

 

 

1



 

ALLSTATE LIFE INSURANCE COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

 

($ in millions, except par value data) 

 

 

December 31,

 

 

 

 

2013

 

 

 

2012

 

Assets

 

 

 

 

 

 

 

 

Investments

 

 

 

 

 

 

 

 

Fixed income securities, at fair value (amortized cost $27,427 and $41,194)

 

$

28,756

 

 

$

44,876

 

Mortgage loans

 

 

4,173

 

 

 

5,943

 

Equity securities, at fair value (cost $565 and $310)

 

 

650

 

 

 

345

 

Limited partnership interests

 

 

2,064

 

 

 

1,924

 

Short-term, at fair value (amortized cost $590 and $875)

 

 

590

 

 

 

875

 

Policy loans

 

 

623

 

 

 

836

 

Other

 

 

1,088

 

 

 

1,067

 

Total investments

 

 

37,944

 

 

 

55,866

 

Cash

 

 

93

 

 

 

341

 

Deferred policy acquisition costs

 

 

1,331

 

 

 

1,834

 

Reinsurance recoverables

 

 

2,754

 

 

 

4,570

 

Accrued investment income

 

 

358

 

 

 

489

 

Other assets

 

 

256

 

 

 

401

 

Separate Accounts

 

 

5,039

 

 

 

6,610

 

Assets held for sale

 

 

15,593

 

 

 

--

 

Total assets

 

$

63,368

 

 

$

70,111

 

Liabilities

 

 

 

 

 

 

 

 

Contractholder funds

 

$

23,604

 

 

$

38,634

 

Reserve for life-contingent contract benefits

 

 

11,589

 

 

 

14,117

 

Unearned premiums

 

 

6

 

 

 

20

 

Payable to affiliates, net

 

 

100

 

 

 

111

 

Other liabilities and accrued expenses

 

 

838

 

 

 

1,286

 

Deferred income taxes

 

 

941

 

 

 

1,524

 

Notes due to related parties

 

 

282

 

 

 

496

 

Separate Accounts

 

 

5,039

 

 

 

6,610

 

Liabilities held for sale

 

 

14,899

 

 

 

--

 

Total liabilities

 

 

57,298

 

 

 

62,798

 

Shareholder’s Equity

 

 

 

 

 

 

 

 

Redeemable preferred stock - series A, $100 par value, 1,500,000 shares

 

 

 

 

 

 

 

 

authorized, none issued

 

 

--

 

 

 

--

 

Redeemable preferred stock - series B, $100 par value, 1,500,000 shares

 

 

 

 

 

 

 

 

authorized, none issued

 

 

--

 

 

 

--

 

Common stock, $227 par value, 23,800 shares authorized and outstanding

 

 

5

 

 

 

5

 

Additional capital paid-in

 

 

2,690

 

 

 

3,190

 

Retained income

 

 

2,447

 

 

 

2,485

 

Accumulated other comprehensive income:

 

 

 

 

 

 

 

 

Unrealized net capital gains and losses:

 

 

 

 

 

 

 

 

Unrealized net capital gains and losses on fixed income securities with OTTI

 

 

31

 

 

 

(5

)

Other unrealized net capital gains and losses

 

 

997

 

 

 

2,405

 

Unrealized adjustment to DAC, DSI and insurance reserves

 

 

(101

)

 

 

(766

)

Total unrealized net capital gains and losses

 

 

927

 

 

 

1,634

 

Unrealized foreign currency translation adjustments

 

 

1

 

 

 

(1

)

Total accumulated other comprehensive income

 

 

928

 

 

 

1,633

 

Total shareholder’s equity

 

 

6,070

 

 

 

7,313

 

Total liabilities and shareholder’s equity

 

$

63,368

 

 

$

70,111

 

 

2



 

Definitions of Non-GAAP Measures

 

We believe that investors’ understanding of our performance is enhanced by our disclosure of the following non-GAAP measures.  Our methods for calculating these measures may differ from those used by other companies and therefore comparability may be limited.

 

Operating income is net income, excluding:

·      realized capital gains and losses, after-tax, except for periodic settlements and accruals on non-hedge derivative instruments, which are reported with realized capital gains and losses but included in operating income,

·      valuation changes on embedded derivatives that are not hedged, after-tax,

·      amortization of deferred policy acquisition costs (“DAC”) and deferred sales inducements (“DSI”), to the extent they resulted from the recognition of certain realized capital gains and losses or valuation changes on embedded derivatives that are not hedged, after-tax,

·      gain (loss) on disposition of operations, after-tax, and

·      adjustments for other significant non-recurring, infrequent or unusual items, when (a) the nature of the charge or gain is such that it is reasonably unlikely to recur within two years, or (b) there has been no similar charge or gain within the prior two years.

 

Net income is the GAAP measure that is most directly comparable to operating income.

 

We use operating income as an important measure to evaluate our results of operations.  We believe that the measure provides investors with a valuable measure of the company’s ongoing performance because it reveals trends in our insurance and financial services business that may be obscured by the net effect of realized capital gains and losses, valuation changes on embedded derivatives that are not hedged, gain (loss) on disposition of operations and adjustments for other significant non-recurring, infrequent or unusual items.  Realized capital gains and losses, valuation changes on embedded derivatives that are not hedged and gain (loss) on disposition of operations may vary significantly between periods and are generally driven by business decisions and external economic developments such as capital market conditions, the timing of which is unrelated to the insurance underwriting process.  Consistent with our intent to protect results or earn additional income, operating income includes periodic settlements and accruals on certain derivative instruments that are reported in realized capital gains and losses because they do not qualify for hedge accounting or are not designated as hedges for accounting purposes.  These instruments are used for economic hedges and to replicate fixed income securities, and by including them in operating income, we are appropriately reflecting their trends in our performance and in a manner consistent with the economically hedged investments, product attributes (e.g. net investment income and interest credited to contractholder funds) or replicated investments.  Non-recurring items are excluded because, by their nature, they are not indicative of our business or economic trends.  Accordingly, operating income excludes the effect of items that tend to be highly variable from period to period and highlights the results from ongoing operations and the underlying profitability of our business.  A byproduct of excluding these items to determine operating income is the transparency and understanding of their significance to net income variability and profitability while recognizing these or similar items may recur in subsequent periods.  Operating income is used by management along with the other components of net income to assess our performance.  We use adjusted measures of operating income in incentive compensation.  Therefore, we believe it is useful for investors to evaluate net income, operating income and their components separately and in the aggregate when reviewing and evaluating our performance.  We note that investors, financial analysts, financial and business media organizations and rating agencies utilize operating income results in their evaluation of our and our industry’s financial performance and in their investment decisions, recommendations and communications as it represents a reliable, representative and consistent measurement of the industry and the company and management’s performance.  We note that the price to earnings multiple commonly used by insurance investors as a forward-looking valuation technique uses operating income as the denominator.  Operating income should not be considered a substitute for net income and does not reflect the overall profitability of our business.

 

3



 

The following table reconciles operating income and net (loss) income.

 

($ in millions)

 

 

Year Ended December 31,

 

 

 

 

2013

 

 

 

2012

 

 

 

2011

 

Operating income

 

454

 

 

416

 

 

370

 

Realized capital gains and losses

 

 

76

 

 

 

(16

)

 

 

390

 

Income tax (expense) benefit

 

 

(29

)

 

 

6

 

 

 

(139

)

Realized capital gains and losses, after-tax

 

 

47

 

 

 

(10

)

 

 

251

 

Valuation changes on embedded derivatives that are not hedged, after-tax

 

 

(16

)

 

 

82

 

 

 

(12

)

DAC and DSI amortization relating to realized capital gains and losses and valuation changes on embedded derivatives that are not hedged, after-tax

 

 

(5

)

 

 

(42

)

 

 

(108

)

DAC and DSI unlocking relating to realized capital gains and losses, after-tax

 

 

7

 

 

 

4

 

 

 

3

 

Reclassification of periodic settlements and accruals on non-hedge derivative instruments, after-tax

 

 

(11

)

 

 

(36

)

 

 

(45

)

(Loss) gain on disposition of operations, after-tax

 

 

(514

)

 

 

12

 

 

 

10

 

Net (loss) income

 

(38

)

 

426

 

 

469

 

 

Operating income return on shareholder’s equity is a ratio that uses a non-GAAP measure.  It is calculated by dividing the rolling 12-month operating income by the average of shareholder’s equity at the beginning and at the end of the 12-months, after excluding the effect of unrealized net capital gains and losses.  Return on shareholder’s equity is the most directly comparable GAAP measure.  We use operating income as the numerator for the same reasons we use operating income, as discussed above.  We use average shareholder’s equity excluding the effect of unrealized net capital gains and losses for the denominator as a representation of shareholder’s equity primarily attributable to the company’s earned and realized business operations because it eliminates the effect of items that are unrealized and vary significantly between periods due to external economic developments such as capital market conditions like changes in equity prices and interest rates, the amount and timing of which are unrelated to the insurance underwriting process.  We use it to supplement our evaluation of net income and return on shareholder’s equity because it excludes the effect of items that tend to be highly variable from period to period.  We believe that this measure is useful to investors and that it provides a valuable tool for investors when considered along with net income return on shareholder’s equity because it eliminates the after-tax effects of realized and unrealized net capital gains and losses that can fluctuate significantly from period to period and that are driven by economic developments, the magnitude and timing of which are generally not influenced by management.  In addition, it eliminates non-recurring items that are not indicative of our ongoing business or economic trends.  A byproduct of excluding the items noted above to determine operating income return on shareholder’s equity from return on shareholder’s equity is the transparency and understanding of their significance to return on shareholder’s equity variability and profitability while recognizing these or similar items may recur in subsequent periods.  Therefore, we believe it is useful for investors to have operating income return on shareholder’s equity and return on shareholder’s equity when evaluating our performance.  We note that investors, financial analysts, financial and business media organizations and rating agencies utilize operating income return on shareholder’s equity results in their evaluation of our and our industry’s financial performance and in their investment decisions, recommendations and communications as it represents a reliable, representative and consistent measurement of the industry and the company and management’s utilization of capital.  Operating income return on shareholder’s equity should not be considered a substitute for return on shareholder’s equity and does not reflect the overall profitability of our business.

 

4



 

The following table reconciles return on shareholder’s equity and operating income return on shareholder’s equity.

 

($ in millions)

 

 

For the twelve months ended
December 31,

 

 

 

 

2013

 

 

 

2012

 

Return on shareholder’s equity

 

 

 

 

 

 

 

 

Numerator:

 

 

 

 

 

 

 

 

Net (loss) income

 

$  

(38

)

 

$  

426

 

 

 

 

 

 

 

 

 

 

Denominator:

 

 

 

 

 

 

 

 

Beginning shareholder’s equity

 

$  

7,313

 

 

$  

6,067

 

Ending shareholder’s equity

 

 

6,070

 

 

 

7,313

 

 

 

 

 

 

 

 

 

 

Average shareholder’s equity

 

$  

6,692

 

 

$  

6,690

 

 

 

 

 

 

 

 

 

 

Return on shareholder’s equity

 

 

(0.6

)%

 

 

6.4

%

 

 

 

 

 

 

 

 

 

Operating income return on shareholder’s
equity

 

 

 

 

 

 

 

 

Numerator:

 

 

 

 

 

 

 

 

Operating income

 

$  

454

 

 

$  

416

 

 

 

 

 

 

 

 

 

 

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Beginning shareholder’s equity

 

$  

7,313

 

 

$  

6,067

 

Unrealized net capital gains and losses

 

 

1,634

 

 

 

813

 

Adjusted beginning shareholder’s equity

 

 

5,679

 

 

 

5,254

 

 

 

 

 

 

 

 

 

 

Ending shareholder’s equity

 

 

6,070

 

 

 

7,313

 

Unrealized net capital gains and losses

 

 

927

 

 

 

1,634

 

Adjusted ending shareholder’s equity

 

 

5,143

 

 

 

5,679

 

 

 

 

 

 

 

 

 

 

Average adjusted shareholder’s equity

 

$  

5,411

 

 

$  

5,467

 

 

 

 

 

 

 

 

 

 

Operating income return on shareholder’s equity

 

 

8.4

%

 

 

7.6

%

 

5



 

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.

 

 

 

ALLSTATE LIFE INSURANCE COMPANY

 

(Registrant)

 

 

 

 

 

 

 

 

By:

/s/ Samuel H. Pilch

 

 

Name: Samuel H. Pilch

 

Title: Senior Group Vice President
and Controller

 

 

 

Date: February 10, 2014

 

 

 

6