0001635984
false
0001635984
2023-11-08
2023-11-08
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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)
November 08, 2023
NATIONAL WESTERN LIFE GROUP, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 000-55522 47-3339380
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
10801 N. Mopac Expy Bldg 3
Austin, Texas 78759
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code
(512)
836-1010
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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 (
see
General Instruction A.2. below):
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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class to be registered: Trading Symbol Name of each exchange on which each class is to be registered:
Class A Common Stock, $0.01 par value NWLI The NASDAQ Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (
(s)
230.405 of the chapter) or Rule 12-b2 of the Securities Exchange Act of 1934 (
(s)
240.12b-2 of the chapter).
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.
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Item 2.02 Results of Operations and Financial Condition
On November 8, 2023, National Western Life Group, Inc. ("Company") announced
via press release the Company's financial results for the quarter and nine
months ended September 30, 2023. A copy of the Company's press release is
attached hereto as Exhibit 99.1. This Form 8-K and the attached exhibit are
provided under Item 9.01 of Form 8-K and are furnished to, but not filed with,
the Securities and Exchange Commission.
The press release is available at the Company's website, www.nwlgi.com.
Item 9.01 Financial Statements and Exhibits
Exhibit Press Release of National Western Life Group, Inc. issued November 8, 2023 reporting
99.1 financial results for the quarter and nine months ended September 30, 2023.
Exhibit 104 Cover Page Interactive Data File (embedded
within the Inline XBRL document)
SIGNATURE
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.
NATIONAL WESTERN LIFE GROUP, INC.
Date: November 8, 2023 /S/Brian M. Pribyl
Brian M. Pribyl
Senior Vice President,
Chief Financial Officer
and Treasurer
EXHIBIT 99.1
National Western Life Group, Inc. Announces 2023 Third Quarter Earnings
Austin, Texas, November 8, 2023 Ross R. Moody, Chairman of the Board,
President, and Chief Executive Officer of National Western Life Group, Inc.
(Nasdaq: NWLI), announced today third quarter 2023 consolidated net earnings
of $64.7 million, or $18.30 per diluted share of Class A Common Stock,
compared with restated consolidated net earnings of $35.2 million, or $9.95
per diluted share of Class A Common Stock, for the third quarter ended
September 30, 2022. For the nine months ended September 30, 2023, the Company
reported consolidated net earnings of $106.7 million, or $30.17 per diluted
share of Class A Common Stock, compared with $229.3 million, or $64.84 per
diluted share of Class A Common Stock, a year ago. The Company's book value
per share as of September 30, 2023 increased to $617.16.
In the quarters ended September 30, 2023 and 2022, the Company reported pretax
earnings of $98.9 million and $44.9 million, respectively. Pretax earnings in
the third quarter of 2023 benefited from a $25.7 million realized gain on the
sale of a long-term investment asset as well as from a $19.4 million positive
earnings adjustment to its fixed-index annuity product liabilities as a result
of the Company's review of actuarial assumptions conducted annually in the
third calendar quarter of each year.
The Company's reported results reflect the liability accounting required under
the Accounting for Long-Duration Contracts ("LDTI") accounting standard
effective in 2023. The Company's pretax earnings include a benefit of $29.4
million and $33.6 million for the quarters ended September 30, 2023 and 2022,
respectively, for decreases in the Market Risks Benefits liability. Under
LDTI, the Market Risk Benefits liability is determined based upon interest
rate levels in effect at each respective reporting date with increases in
interest rate levels producing decreases in the liability balance.
Commenting on the reported results, Mr. Moody noted, "In addition to reporting
our financial results, it has been a very active and productive period for the
Company as evidenced by our October 8th agreement to join Prosperity Life
Group's organization through acquisition. While we continue to conduct our
business operations in the normal course, we look forward to the merger being
finalized in the first half of 2024 and combining resources with Prosperity
Life Group's existing strong platform."
National Western Life Group, Inc. is the parent organization of National
Western Life Insurance Company, which is the parent organization of Ozark
National Life Insurance Company, both stock life insurance companies in
aggregate offering a broad portfolio of individual universal life, whole life
and term insurance plans, as well as annuity products. At September 30, 2023,
the Company maintained consolidated total assets of $12.1 billion,
consolidated stockholders' equity of $2.2 billion, and combined life insurance
in force of $18.5 billion.
Caution Regarding Forward-Looking Statements:
This press release contains statements which are or may be viewed as
forward-looking within the meaning of The Private Securities Litigation Reform
Act of 2005. Forward-looking statements relate to future operations,
strategies, financial results or other developments, and are subject to
assumptions, risks, and uncertainties. These risks and uncertainties also
include, (1) the timing of completion of the proposed merger (the "Proposed
Transaction") contemplated by the Company's October 8, 2023 merger agreement
(the "Merger Agreement") with S. USA Life Insurance Company, Inc. ("S.USA")
and its direct wholly owned subsidiary ("PGH Merger Inc.") is uncertain; (2)
the conditions to the closing of the Proposed Transaction may not be
satisfied; (3) regulatory approvals required for the Proposed Transaction may
not be obtained, or required regulatory approvals may delay the Proposed
Transaction or result in the imposition of conditions that could have a
material adverse effect on the Company or S.USA or cause certain conditions to
the closing to not be satisfied, which could result in the termination of the
Merger Agreement; (4) the business of the Company or S.USA could suffer as a
result of uncertainty surrounding the Proposed Transaction; (5) events,
changes or other circumstances could occur that could give rise to the
termination of the Merger Agreement; and there are risks related to disruption
of management's attention from the ongoing business operations of the Company
or S.USA due to the Proposed Transaction; (6) the announcement or pendency of
the Proposed Transaction could affect the relationships of the Company or
S.USA with its clients, and operating results and business generally,
including our ability to retain and attract employees; (7) the outcome of any
legal proceedings initiated against the Company or S.USA following the
announcement of the Proposed Transaction could adversely affect the Company or
S.USA, including their ability to consummate the Proposed Transaction; and (8)
the Company or S.USA mat be adversely affected by other economic, business,
and/or competitive factors as well as management's response to any of the
factors described in this paragraph. The foregoing review of important factors
should not be construed as exhaustive and should be read in conjunction with
the other cautionary statements that are included herein and elsewhere,
including the risk factors included in the Company's most recent Annual Report
on Form 10-K and Quarterly Report on Form 10-Q and other documents of the
Company on file with the SEC. The Company does not undertake any obligation to
update, correct or otherwise revise any forward-looking statements. All
subsequent written and oral forward-looking statements attributable to the
Company and/or any person acting on its behalf are expressly qualified in
their entirety by this section.
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National Western Life Group, Inc.
News Release - Page 2
Summary of Consolidated Financial Results (Unaudited)
(In thousands except per share data)
Three Months Ended Nine Months Ended
September 30, September 30,
2023 2022 2023 2022
Revenues:
Revenues, excluding investment $ 150,462 153,962 464,259 481,558
and index option gains (losses)
Realized and unrealized gains (19,655) (12,550) 5,246 (89,173)
(losses) on index options
Realized gains 25,883 745 25,976 6,305
on investments
Total 156,690 142,157 495,481 398,690
revenues
Benefits and
expenses:
Life and other 26,557 27,768 83,435 87,481
policy benefits
Policy benefit remeasurement 8,360 9,827 8,360 9,827
(gains) and losses
Market risk (29,439) (33,571) 6,733 (150,069)
benefits expense
Amortization of deferred 20,326 21,613 63,600 67,549
transaction costs
Universal life and annuity (10,417) 42,235 52,742 2,466
contract interest
Other operating 42,430 29,387 129,556 92,290
expenses
Total benefits 57,817 97,259 344,426 109,544
and expenses
Earnings before 98,873 44,898 151,055 289,146
income taxes
Income tax 34,148 9,710 44,392 59,869
expense
Net $ 64,725 35,188 106,663 229,277
earnings
Net earnings attributable $ 62,895 34,193 103,647 222,793
to Class A shares
Diluted Earnings $ 18.30 9.95 30.17 64.84
Per Class A Share
Diluted Weighted 3,436 3,436 3,436 3,436
Average Class A Shares
September 30, December 31,
2023 2022
Book value $ 617.16 602.56
per share
Less: Per share impact of accumulated (146.23) (131.52)
other comprehensive income (loss)
Book value per share, excluding accumulated $ 763.39 734.08
other comprehensive income (loss) *
* Book value per share excluding accumulated other comprehensive income
(loss) is a non-GAAP financial measure. Accumulated other comprehensive
income (loss) totaled $(531.7) million at September 30, 2023 and $(478.2)
million at December 31, 2022. Since accumulated other comprehensive
income (loss) fluctuates from quarter to quarter due to unrealized
changes in the fair value of investments caused primarily by changes
in market interest rates, National Western Life Group, Inc. believes
this financial measure provides useful supplemental information.
Investor Relations Contact:
Brian M. Pribyl - Senior Vice President, Chief Financial Officer and Treasurer
(512) 836-1010
bpribyl@nwlic.com
www.nwlgi.com
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