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2016 Annual Report and Form 10-K

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2016 Annual Report and Form 10-K PRINCIPAL EXECUTIVE OFFICE STOCK EXCHANGE LISTINGS DIVIDEND REINVESTMENT 3700 South Stonebridge Drive New York Stock Exchange Torchmark maintains a dividend reinvestment McKinney, Texas 75070 Symbol: TMK plan for all holders of its common stock. (972) 569-4000 Under the plan, shareholders may reinvest INDENTURE TRUSTEE FOR all or part of their dividends in additional 1 7 ANNUAL MEETING 9/4%, 7/8%, AND 3.8% SENIOR NOTES shares of common stock and may also make 1 7 OF SHAREHOLDERS AND 6/8% AND 5/8% JUNIOR periodic additional cash payments of up to 10:00 a.m. CDT, Thursday, April 27, 2017 SUBORDINATED DEBENTURES $3,000 toward the purchase of Torchmark Corporate Headquarters The Bank of New York Mellon stock. Participation is voluntary. More 3700 South Stonebridge Drive Trust Company, N.A. information on the plan may be obtained McKinney, Texas 75070 601 Travis Street, 16th Floor from the Stock Transfer Agent by calling toll- Houston, TX 77002 free (866) 557-8699 or by writing: Torchmark The proceedings will be webcast live and in Attention: Corporate Trust Administration Corporation, c/o Wells Fargo Shareowner replay on the Investors page of the Torchmark Toll-Free Number: (800) 254-2826 Services, P.O. Box 64874, St. Paul, MN 55164- Corporation website. The Company’s Annual Website: www.bnymellon.com/corporatetrust 0874 or 1110 Centre Pointe Curve, Suite 1 7 Meeting will be conducted in accordance The 6/8% and 5/8% debentures trade 101, Mendota Heights, MN 55120-4100. with its Shareholder Rights Policy. A copy through Depository Trust Company of this policy can be obtained on the under global certificates listed on the AUTOMATIC DEPOSIT Company’s website, or by contacting the New York Stock Exchange (NYSE Symbol OF DIVIDENDS Corporate Secretary at the Torchmark TMKPRC and TMKPRB, respectively.) Automatic deposit of dividends is available Corporation headquarters address. to shareholders who wish to have their STOCK TRANSFER AGENT AND SHAREHOLDER dividends directly deposited into the financial INVESTOR RELATIONS ASSISTANCE institution of their choice. Authorization forms Contact: Mike Majors Wells Fargo Shareowner Services may be obtained from the Stock Transfer Phone: (972) 569-3239 P. O. Box 64854 Agent by calling toll-free (866) 557-8699. Fax: (972) 569-3282 St. Paul, MN 55164-0854 Email: [email protected] or 1110 Centre Pointe Curve, Suite 101 INDEPENDENT REGISTERED PUBLIC Mendota Heights, MN 55120-4100 ACCOUNTANTS Toll-Free Number: (866) 557-8699 Deloitte & Touche LLP TDD: Hearing impaired can use 2200 Ross Avenue a relay service Suite 1600 Outside the U.S.: (651) 450-4064 Dallas, Texas 75201 Website: www.shareowneronline.com TORCHMARK CORPORATION WEBSITE On the www.torchmarkcorp.com home Financial Information • Code of Ethics for CEO and Senior page are links to the web pages of: Investor Contact Information Financial Officers • Corporate Governance Guidelines Company Calls and Meetings Brands • Related Party Policy • Management Presentations • Employee Complaint Procedure Careers • Conference Calls on the Web Community • Conference Call Replays and Transcripts Board of Directors Investors • Annual Meeting of Shareholders • Members of the Board Contact • Committees Stock Information - The Investors page contains a menu with Audit Committee • Stock Transfer Agent and Shareholder - links to many topics of interest to investors Compensation Committee Assistance - and other interested third parties: Governance and Nominating Committee • Dividend Reinvestment • Executive Sessions Annual Reports, 10-K and Proxy Statements • Automatic Deposit of Dividends • Director Qualification Standards Calendar Corporate Governance • Director Independence Criteria News Releases • Shareholders’ Rights Policy • Director Resignation Policy SEC Filings • Code of Business Conduct and Ethics XBRL • Corporate By-laws Financial Reports and Other | TORCHMARK CORPORATION | 1 2016 IN FOCUS $ in thousands $3,137,034 Total Premium From Continuing Operations $549,360 FINANCIAL HIGHLIGHTS Net Operating Income From $ in thousands, except per share amounts Continuing Operations 2016 2015 % CHANGE OPERATIONS Total Premium From Continuing $3,137,034 $2,998,720 4.6 Operations Net Operating Income From Continuing 549,360 522,913 5.1 Operations* Annualized Life Premium In Force 2,262,736 2,150,498 5.2 $2,262,736 Annualized Health Premium In Force 998,634 973,042 2.6 Annualized Life Premium In Force Diluted Average Shares Outstanding 122,368 126,757 3.5 Net Operating Income From All Operations as a Return on Average 14.6% 14.5% Common Equity* PER COMMON SHARE (ON A DILUTED BASIS) Net Operating Income From Continuing $4.49 $4.13 8.7 Operations* Shareholders‘ Equity (excluding $998,634 unrealized gains and losses on fixed 32.13 30.09 6.8 maturities) at Year End* Annualized Health Premium In Force * This is a non-GAAP measure that differs from the comparable GAAP financial data. Torchmark’s definitions of non-GAAP measures may differ from other companies’ definitions. Reconciliations to GAAP financial data are presented on pages 14-15. 2 | TORCHMARK CORPORATION | “ We are excited about the opportunities that lie ahead for Torchmark. Torchmark is uniquely positioned to capitalize on the needs of our marketplace and create sustainable long-term growth for our shareholders. ” LETTER TO SHAREHOLDERS* 2016 was a good year for Torchmark. Life premiums grew 5.6% (the highest rate of growth in more than 10 years) and return on equity, excluding net unrealized gains on fixed maturities, was 14.6%. While total life sales were flat in 2016 due to actions we took in response to challenges in our Direct Response unit, we once again saw an increase in life sales from our exclusive agencies. We are confident that actions taken in 2016 will stabilize Direct Response margins and create sales growth in the long run. As stated in previous years, we believe Torchmark’s long-term success is a function of our business model – a model that distinguishes Torchmark from other life insurers. Consistent execution of this model through the years has allowed the Company to thrive regardless of general economic conditions. The key components of the model are: MARKET DISTRIBUTION CASH FLOWS We approach the marketplace primarily Torchmark consistently delivers substantial in niche markets. This remains a vastly through exclusive agencies and direct excess cash flow due to the profit margins underserved marketplace with relatively little response. This enhances our ability to and long-term revenue stream produced by competition and great growth potential. control costs and limit competitive pressure. our large block of in-force business. Policies sold in prior years generate nearly 90% of our yearly premium revenue. The persistency of the in-force block has been very predictable throughout Torchmark’s history, regardless of the macro environment. PRODUCTS MARGINS We focus on basic protection life and We have strong underwriting margins supplemental health insurance products and aren’t required to rely on investment designed to meet the primary insurance income to generate operating income. needs of middle-income families. Contributing to the strong margins is RETURN OF EXCESS CAPITAL TO effective cost control, which is essential to SHAREHOLDERS operating profitably in the middle-income We remain committed to returning excess marketplace. Torchmark has a long history capital to shareholders. As a result of the of successfully controlling both acquisition significant cash flows generated year after and administrative costs. year, Torchmark has returned approximately 77% of its net income to shareholders *Certain financial data differs from the comparable GAAP financial data. Reconciliations to GAAP financial data are presented on pages 14-15. Unless noted otherwise, net operating through share repurchases and dividends income represents net operating income from continuing operations. Torchmark’s definitions since 1986. of non-GAAP measures may differ from other companies’ definitions. LETTER TO SHAREHOLDERS | TORCHMARK CORPORATION | 3 While the key to our success has been the tactical execution of our model, the method of execution has evolved through the NET INCOME PER SHARE years. We continually explore ways to enhance the process. It is Compound Annual Growth Rate: critical to recognize the vast changes occurring in our society and 10 Year: 7.0%, 5 Year: 8.3% to understand how those changes affect consumer and agent behavior and expectations. $4.49* $4.09 $3.60 We are making significant investments designed to take advantage of technologies and analytics that help us better understand $2.70 $2.28 customer and agent needs and to deliver information and products $2.14 to customers and agents in a manner that works best for them. We are also making investments to modernize our back-office infrastructure to help ensure that we continue to provide high 2006 2008 2010 2012 2014 2016 quality service as efficiently as possible. * Net income for 2016 reflects the impact of new accounting guidance implemented on a prospective basis at the beginning of 2016. These investments are necessary to support long-term sustainable growth. We are confident they will provide the desired returns and help secure Torchmark’s success well into the future. Torchmark has consistently generated growth in earnings per share and BOOK VALUE PER SHARE book value per share as can be seen in the charts below. Please note (Excluding Net Unrealized Gains or Losses on Fixed Maturities) that values prior to 2007 are not restated
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