Globe Life 10-Q 2022-03-31

Filed 2022-05-06. 7 sections, 284K characters. Original on sec.gov · Markdown · JSON

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark one)

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

For the quarterly period ended March 31, 2022

or

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

For the transition period from _____ to ________

Commission File Number: 001-08052

GLOBE LIFE INC.

(Exact name of registrant as specified in its charter)

Delaware63-0780404
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)

3700 South Stonebridge Drive, McKinney, Texas 75070

(Address of principal executive offices) (Zip Code)

(972) 569-4000

(Registrant’s telephone number, including area code)

NONE

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

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $1.00 par value per shareGLNew York Stock Exchange
4.250% Junior Subordinated DebenturesGL PRDNew York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

ClassOutstanding at April 26, 2022
Common Stock, $1.00 Par Value98,599,602

Q1 2022 FORM 10-Q

Globe Life Inc.

Table of Contents

Page
PART I**. FINANCIAL INFORMATION**
Item 1.Condensed Consolidated Financial Statements
Condensed Consolidated Balance Sheets1
Condensed Consolidated Statements of Operations2
Condensed Consolidated Statements of Comprehensive Income (Loss)3
Condensed Consolidated Statements of Shareholders' Equity4
Condensed Consolidated Statements of Cash Flows5
Notes to Condensed Consolidated Financial Statements6
Note 1—Significant Accounting Policies6
Note 2—New Accounting Standards7
Note 3—Supplemental Information about Changes to Accumulated Other Comprehensive Income8
Note 4—Investments10
Note 5—Commitments and Contingencies21
Note 6—Liability for Unpaid Claims22
Note 7—Postretirement Benefits23
Note 8—Earnings Per Share25
Note 9—Debt26
Note 10—Business Segments27
Cautionary Statements31
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations32
Item 3.Quantitative and Qualitative Disclosures About Market Risk62
Item 4.Controls and Procedures62
**PART I**I. OTHER INFORMATION
Item 1.Legal Proceedings62
Item 1A.Risk Factors63
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds63
Item 6.Exhibits64
Signatures65

As used in this Form 10-Q, “Globe Life,” the “Company,” “we,” “our” and “us” refer to Globe Life Inc., a Delaware corporation incorporated in 1979, its subsidiaries and affiliates.

Q1 2022 FORM 10-Q

PART I—FINANCIAL INFORMATION

Item 1. Condensed Consolidated Financial Statements

Globe Life Inc.

Condensed Consolidated Balance Sheets

(Unaudited)

(Dollar amounts in thousands, except per share data)

March 31, 2022December 31, 2021
Assets:
Investments:
Fixed maturities—available for sale, at fair value (amortized cost: 2022—$17,975,410; 2021—$17,805,309, allowance for credit losses: 2022— $0; 2021— $387)$19,179,107$21,305,287
Policy loans591,958589,634
Other long-term investments (includes: 2022—$732,360; 2021—$640,263 under the fair value option)889,769793,925
Short-term investments57,34469,145
Total investments20,718,17822,757,991
Cash127,62892,163
Accrued investment income269,975251,307
Other receivables487,929487,443
Deferred acquisition costs4,999,9354,914,728
Goodwill481,791481,791
Other assets764,892782,625
Total assets$27,850,328$29,768,048
Liabilities:
Future policy benefits$16,229,940$16,034,727
Unearned and advance premium70,88965,472
Policy claims and other benefits payable433,553412,940
Other policyholders' funds99,60698,935
Total policy liabilities16,833,98816,612,074
Current and deferred income taxes1,298,9111,765,021
Short-term debt522,079479,644
Long-term debt (estimated fair value: 2022—$1,525,731; 2021—$1,667,009)1,546,8581,546,494
Other liabilities754,472722,009
Total liabilities20,956,30821,125,242
Commitments and Contingencies (Note 5)
Shareholders' equity:
Preferred stock, par value $1 per share—5,000,000 shares authorized; outstanding: 0 in 2022 and 2021——
Common stock, par value $1 per share—320,000,000 shares authorized; outstanding: (2022—109,218,183 issued; 2021—109,218,183 issued)109,218109,218
Additional paid-in-capital523,068520,564
Accumulated other comprehensive income (loss)869,4952,677,583
Retained earnings6,315,6096,182,100
Treasury stock, at cost: (2022—10,343,676 shares; 2021—9,650,845 shares)(923,370)(846,659)
Total shareholders' equity6,894,0208,642,806
Total liabilities and shareholders' equity$27,850,328$29,768,048

See accompanying Notes to Condensed Consolidated Financial Statements.

GL Q1 2022 FORM 10-Q

Globe Life Inc.

Condensed Consolidated Statements of Operations

(Unaudited)

(Dollar amounts in thousands, except per share data)

Three Months Ended March 31,
20222021
Revenue:
Life premium$754,602$708,119
Health premium317,000294,173
Other premium—1
Total premium1,071,6021,002,293
Net investment income243,834235,820
Realized gains (losses)(7,244)28,152
Other income164295
Total revenue1,308,3561,266,560
Benefits and expenses:
Life policyholder benefits549,343517,631
Health policyholder benefits196,855187,829
Other policyholder benefits7,0507,259
Total policyholder benefits753,248712,719
Amortization of deferred acquisition costs158,384152,993
Commissions, premium taxes, and non-deferred acquisition costs90,81379,666
Other operating expense84,35281,210
Interest expense19,94421,178
Total benefits and expenses1,106,7411,047,766
Income before income taxes201,615218,794
Income tax benefit (expense)(37,254)(40,277)
Net income$164,361$178,517
Basic net income per common share$1.66$1.73
Diluted net income per common share$1.64$1.70

See accompanying Notes to Condensed Consolidated Financial Statements.

GL Q1 202

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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion should be read in conjunction with Globe Life's Condensed Consolidated Financial Statements and Notes thereto appearing elsewhere in this report. The following management discussion will only include comparison to prior year.

"Globe Life" and the "Company" refer to Globe Life Inc. and its subsidiaries and affiliates.

Results of Operations

gl-20220331_g1.jpgHow Globe Life Views Its Operations. Globe Life Inc. is the holding company for a group of insurance companies that market primarily individual life and supplemental health insurance to lower middle to middle income households throughout the United States. We view our operations by segments, which are the insurance product lines of life, supplemental health, and annuities, and the investment segment that supports the product lines. Segments are aligned based on their common characteristics, comparability of the profit margins, and management techniques used to operate each segment.
gl-20220331_g2.jpgInsurance Product Line Segments. The insurance product line segments involve the marketing, underwriting, and administration of policies. Each product line is further segmented by the various distribution channels that market the insurance policies. Each distribution channel operates in a niche market offering insurance products designed for that particular market. Whether analyzing profitability of a segment as a whole, or the individual distribution channels within the segment, the measure of profitability used by management is the underwriting margin, as seen below:
Premium revenue (Policy obligations) (Policy acquisition costs and commissions) Underwriting margin
gl-20220331_g3.jpgInvestment Segment. The investment segment involves the management of our capital resources, including investments and the management of corporate debt and liquidity. Our measure of profitability for the investment segment is excess investment income, as seen below:
Net investment income (Required interest on net policy liabilities) (Financing costs) Excess investment income

GL Q1 2022 FORM 10-Q

GLOBE LIFE INC.

Management's Discussion & Analysis

Current Highlights, comparing year-to-date 2022 with 2021.

  • Net income as a return on equity (ROE) for the three months ended March 31, 2022 was 8.5% and net operating income as an ROE, excluding net unrealized gains on the fixed maturity portfolio(1) was 11.5%.

  • Total premium increased 7% over the prior year. Life premium increased 7% for the period from $708 million in 2021 to $755 million in 2022. Life underwriting margin increased 10% from $137 million in 2021 to $150 million in 2022.

  • Net investment income increased 3% over the same period in the prior year. Excess investment income increased 1% over the prior year.

  • Total net sales increased 8% over the same period in the prior year from $168 million in 2021 to $182 million in 2022.

  • Book value per share declined 8% below the same period in the prior year from $75.10 to $69.16. Book value per share, excluding net unrealized gains on the fixed maturity portfolio(1), increased 10% over the prior year from $54.36 in 2021 to $59.65 in 2022.

  • The Company incurred $46 million of COVID-19 net life claims (net of reserves released upon death) for the three months ended March 31, 2022 compared with $38 million during the same period last year.

  • For the three months ended March 31, 2022, the Company repurchased 880 thousand shares of Globe Life Inc. common stock at a total cost of $89 million for an average share price of $100.70.

The following graphs represent net income and net operating income for the three month periods ended March 31, 2022 and 2021.

gl-20220331_g4.jpg gl-20220331_g5.jpg

(1)As shown in the charts above, net operating income is the consolidated total of segment profits after tax and as such is considered a non-GAAP measure. It has been used consistently by Globe Life's management for many years to evaluate the operating performance of the Company. It differs from net income primarily because it excludes certain non-operating items such as realized gains and losses and certain significant and unusual items included in net income. Net income is the most directly comparable GAAP measure.

Net operating income as an ROE, excluding net unrealized gains on the fixed maturity portfolio, is considered a non-GAAP measure. Management utilizes this measure to view the business without the effect of the net unrealized gains, which are primarily attributable to fluctuation in interest rates on the available-for-sale portfolio. The impact of the adjustment to exclude net unrealized gains on fixed maturities, net of tax is $948 million and $2.2 billion for the three months ended March 31, 2022 and 2021, respectively.

Book value per share, excluding net unrealized gains on the fixed maturity portfolio, is also considered a non-GAAP measure. Management utilizes this measure to view the book value of the business without the effect of net unrealized gains, which are primarily attributable to fluctuation in interest rates on the available-for-sale portfolio. The impact of the adjustment to exclude net unrealized gains on fixed maturities is $9.51 and $20.74 for the three months ended March 31, 2022 and 2021, respectively.

Refer to Analysis of Profitability by Segment for non-GAAP reconciliation to GAAP.

GL Q1 2022 FORM 10-Q

GLOBE LIFE INC.

Management's Discussion & Analysis

Summary of Operations. Net income declined 8% to $164 million during the three months ended March 31, 2022, compared with $179 million in the same period in 2021. This decrease was primarily attributed to $6 million of after-tax realized losses on investments in the current period, as compared to $22 million of after tax realized gains on investments in the year-ago period. See further discussion under the caption Investments. On a diluted per common share basis, net income per common share for the three months ended March 31, 2022 declined 4% from $1.70 to $1.64.

Net operating income is the consolidated total of segment profits after-tax and as such is considered a non-GAAP measure. Net income is the most directly comparable GAAP measure. We do not consider realized gains and losses to be a component of our core insurance operations or operating segments. Additionally, net income was affected by certain significant and unusual non-operating items in 2021 and through the three months ended March 31, 2022. We do not view these items as components of core operating results because they are not indicative of past performance or future prospects of the insurance operations. We remove items such as these that relate to prior periods or are non-operating items when evaluating the results of current operations, and therefore exclude such items from our segment analysis for current periods. Net operating income increased 6% to $170 million for the three months ended March 31, 2022, compared with $160 million for the same period in 2021, primarily due to a 10% increase in life underwriting margin. On a diluted p

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

There have been no quantitative or qualitative changes with respect to market risk exposure during the three months ended March 31, 2022.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures: Globe Life, under the direction of the Co-Chairmen and Chief Executive Officers and the Senior Executive Vice President and Chief Financial Officer, has established disclosure controls and procedures that are designed to ensure that information required to be disclosed by Globe Life in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. The disclosure controls and procedures are also intended to ensure that such information is accumulated and communicated to Globe Life's management, including the Co-Chairmen and Chief Executive Officers and the Senior Executive Vice President and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosures.

As of the end of the fiscal quarter completed March 31, 2022, an evaluation was performed under the supervision and with the participation of Globe Life management, including the Co-Chairmen and Chief Executive Officers and the Senior Executive Vice President and Chief Financial Officer, of the disclosure controls and procedures (as those terms are defined in Rule 13a-15(e) under the Securities Exchange Act of 1934). Based upon their evaluation, the Co-Chairmen and Chief Executive Officers and the Senior Executive Vice President and Chief Financial Officer have concluded that disclosure controls and procedures are effective as of the date of this Form 10-Q. In compliance with Section 302 of the Sarbanes Oxley Act of 2002 (18 U.S.C. § 1350), each of these officers executed a Certification included as an exhibit to this Form 10-Q.

Changes in Internal Control over Financial Reporting: As of the period ended March 31, 2022, there have not been any changes in Globe Life Inc.'s internal control over financial reporting or in other factors that could significantly affect this control over financial reporting subsequent to the date of their evaluation which have materially affected, or are reasonably likely to materially affect, internal control over financial reporting.

Part II—Other Information

Item 1. Legal Proceedings

Discussion regarding litigation and unclaimed property audits is provided in Note 5—Commitments and Contingencies.

GL Q1 2022 FORM 10-Q

Item 1A. Risk Factors

The Company had no material changes to its risk factors.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Purchases of Certain Equity Securities by the Issuer and Others for the First Quarter of 2022

Period(a) Total Number of Shares Purchased(b) Average Price Paid Per Share(c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(d) Maximum Number of Shares (or Approximate Dollar Amount) that May Yet Be Purchased Under the Plans or Programs
January 1-31, 2022403,891$101.72403,891
February 1-28, 2022393,257104.14393,257
March 1-31, 2022382,33997.93382,339

On August 4, 2021, the Globe Life Board of Directors reaffirmed its continued authorization of the Company's stock repurchase program in amounts and with timing that management, in consultation with the Board, determined to be in the best interest of the Company. The program has no defined expiration date or maximum shares to be repurchased.

GL Q1 2022 FORM 10-Q

Item 6. Exhibits

Exhibit No.Description
31.1Rule 13a-14(a)/15d-14(a) Certification by Gary L. Coleman
31.2Rule 13a-14(a)/15d-14(a) Certification by Larry M. Hutchison
31.3Rule 13a-14(a)/15d-14(a) Certification by Frank M. Svoboda
32.1Section 1350 Certification by Gary L. Coleman, Larry M. Hutchison, and Frank M. Svoboda
101.INSXBRL Instance Document- the instance document does not appear in the Interactive Data file because the XBRL tags are embedded within the Inline XBRL document.
101.SCHInline XBRL Taxonomy Extension Schema Document.
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document.
101.LABInline XBRL Taxonomy Extension Label Linkbase Document.
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document.
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document.
104Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101).

GL Q1 2022 FORM 10-Q

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.

GLOBE LIFE INC.
Date: May 5, 2022/s/ Gary L. Coleman
Gary L. Coleman
Co-Chairman and Chief Executive Officer
Date: May 5, 2022/s/ Larry M. Hutchison
Larry M. Hutchison
Co-Chairman and Chief Executive Officer
Date: May 5, 2022/s/ Frank M. Svoboda
Frank M. Svoboda
Senior Executive Vice President and Chief Financial Officer

GL Q1 2022 FORM 10-Q