2nd Quarter & Interim Results

Sun Life Fin.Services of Canada Inc 3 August 2000 SUN LIFE FINANCIAL OF CANADA REPORTS 19 PER CENT EARNINGS GROWTH Insurance and Financial Services Provider Accelerates Momentum In Second Quarter HIGHLIGHTS AND YEAR-OVER-YEAR COMPARISONS: * Second quarter earnings improved to $193 million, up from a $77 million loss. * Shareholder earnings increased to $197 million, up 19 per cent relative to adjusted 1999 second quarter performance of $166 million. * Total assets under management grew by 24 per cent to $330 billion. * Revenue rose by 15 per cent to $4.2 billion. * Shareholder return on equity reached 12.9 per cent, up from 11.7 per cent. (TORONTO - August 2, 2000) Sun Life Financial Services of Canada Inc. (the Company) today reported shareholder net income of $197 million for the quarter ending June 30, 2000, an increase of 19 per cent over the $166 million, on an adjusted pro forma basis, earned in the same period in 1999. For the first six months of 2000, pro forma net income to shareholders totaled $378 million, an increase of 8.6 per cent over adjusted pro forma net income to shareholders of $348 million recorded for the first six months of 1999. Following is a summary table of second quarter and six months information (in millions, except per share amounts): (in millions, except per share amounts) Quarterly Results Six Month Results 2Q'00 1Q'00 2Q'99 2000 1999 Net Income 197 181 166 378 348 Available to Shareholders * Net Income (as 193 197 (77) 390 50 reported) Earnings Per 0.47 0.45 0.41 0.92 0.86 Share* Average Shares Outstanding For EPS 421.0 400.1 400.1 410.5 400.1 Calculation** *Periods prior to Q2 2000 are on an adjusted pro forma basis **Initial public offering of shares was March 23, 2000 'We are very pleased with the significant progress our employees and management team have made in improving the profitability of Sun Life Financial of Canada,' said Donald A. Stewart, Chairman and Chief Executive Officer. 'Earlier this year, as part of our demutualization process, we identified a goal of achieving a return on equity of 13 to 14 per cent by 2002. With a 12.9 per cent return on equity for the quarter, we are making excellent progress towards achieving this key interim goal. While we take understandable satisfaction with our rapid progress towards this goal, we remain committed to maintaining steady, consistent earnings growth going forward.' C. James Prieur, President and Chief Operating Officer commented, 'The quarter's results were characterized by solid core business performances in our North American franchise including the introduction of new products and important gains in market share.' Mr. Prieur elaborated, 'The quarter also included improved earnings in the U.K. coming from the pension and annuity business. This served to offset lower reported earnings in U.S. individual life due to mortality as well as new business strain as growth in our U.S. annuity business accelerated.' Paul W. Derksen, Executive Vice-President and Chief Financial Officer, commented on the Company's recent advances in profitability, 'The significant improvement in return on equity stemmed from investments to enhance the earnings growth of a number of our businesses. This growth has improved our strategic positions in key markets.' FINANCIAL REVIEW Assets under management is one of the leading drivers of profitability. The second quarter produced significant growth in this measure of market share despite significant volatility in worldwide equity and fixed income markets. At June 30, 2000, assets under management were $330 billion, a 2.8 per cent increase relative to the $321 billion recorded at March 31, 2000, representing an annualized growth rate of 11.2 per cent. Assets under management grew by 9.6 per cent relative to the $301 billion recorded at December 31, 1999, and rose by $64 billion, or 24 per cent, relative to the $266 billion recorded one year earlier. These increases were due primarily to continued growth in the Company's wealth management units, including MFS Investment Management (MFS), our U.S. mutual fund and investment management subsidiary, as well as Spectrum Investments and McLean Budden in Canada. Total revenue in the second quarter was $4.2 billion, an increase of $500 million, or 15 per cent, as compared to the $3.7 billion recorded in the quarters ending both March 31, 2000 and June 30, 1999. An important contributor to this growth was continued strong performance in the Company's fee income businesses, primarily wealth management. Fee income increased 28 per cent to $812 million compared to $635 million for last year's second quarter and was up 3.8 per cent compared to the $782 million for the first quarter of 2000. Annuity premiums were also up $288 million over the first quarter of 2000 and $234 million over the second quarter of 1999. This increase was primarily the result of the sale of European Medium Term Notes in the second quarter of 2000 which generated $262 million in premiums. Earnings attributable to shareholders for the second quarter of 2000 were $197 million, while earnings per share were $0.47 up from $181 million and $0.45 earned in the first quarter of 2000, respectively, calculated on a pro forma basis. This compares favourably to the adjusted pro forma results for the second quarter of 1999 of $166 million or $0.41 per share. These results reflect improved earnings in the Company's U.K. operations, favourable mortality and morbidity experience in both the Canadian and U.K. group markets, and the aforementioned growth in assets under management. Return on equity for the second quarter of 2000 was 12.9 per cent, up from the 11.7 per cent recorded for the second quarter of 1999, as well as showing an improvement from the 12.6 per cent recorded in the first quarter of 2000. On a year-to-date basis, revenues were $7.9 billion compared to $7.2 billion, while shareholder earnings were $378 million compared to $348 million calculated on an adjusted pro forma basis. PERFORMANCE BY COUNTRY In the discussion below, earnings are stated on an adjusted pro forma basis. Adjustments reflect the exclusion of unusual items which occurred in 1999, including provisions for pension redress in the Company's U.K. operations and losses in discontinued reinsurance operations. No such adjustments have been made to results in 2000. Pro forma earnings reflect the impact of the demutualization for the full reporting periods. Net Income by Country* United States Canada Sun Life MFS U.K. Asia Other Total Quarterly Q2 2000 $ 42 $ 58 $ 62 $ 33 $ 5 $(3) $ 197 Q1 2000 35 65 62 17 7 (5) 181 Q2 1999 45 56 44 19 13 (11) 166 Year-to-Date 2000 $ 77 $ 123 $ 124 $ 50 $ 12 $(8) $ 378 1999 72 94 82 74 28 (2) 348 * Periods prior to Q2 2000 are on a pro forma adjusted basis as defined above. CANADA Earnings for Canada in the second quarter were $42 million, up $7 million, or 20 per cent, compared to the $35 million earned in the first quarter, but down $3 million, or 6.7 per cent, as compared to the second quarter of 1999. In the second quarter of 2000, sales in both Group Retirement Services and Universal Life resulted in new business strain and a consequent reduction in reported earnings. Earnings from individual life were also adversely affected by increased mortality. These declines were partially offset by a strong performance in Group Health which resulted from improved morbidity as well as a more favourable pricing environment. UNITED STATES Earnings for U.S. operations (excluding MFS) for the second quarter were $58 million down $7 million, or 10.8 per cent, compared to the $65 million earned in the first quarter of 2000, but up $2 million, or 3.6 per cent, compared to the $56 million earned in the second quarter of 1999. Strong sales growth in annuities resulted in new business strain. An increase in mortality had an adverse impact on earnings in individual life. Investment income in the first quarter of 2000 benefitted from some unusual items, notably venture capital gains. The net impact of such items in the second quarter of 2000 was negligible. MFS INVESTMENT MANAGEMENT Earnings for the second quarter remained at the record level of $62 million achieved in the first quarter and were up $18 million, or 41 per cent, compared to $44 million in the second quarter of 1999. The year-over-year increase was due to continued strong business growth. MFS's first-half performance in earnings continues to reflect a robust growth rate relative to 1999's performance through mid-year. Net sales of mutual and managed funds were $7.9 billion in the second quarter, an increase of $2.2 billion, or 39 per cent, as compared to the $5.7 billion in the first quarter, and an increase of $2.5 billion, or 46 per cent compared to $5.4 billion in the same year-earlier period, despite volatile market conditions. MFS funds continued to enjoy strong ratings as tracked by mutual fund monitoring agency Morningstar. Currently, 27 MFS funds, representing 83 per cent of MFS's US mutual fund assets, are ranked either four or five star by Morningstar, an increase relative to the 21 funds earning this distinction in the first quarter of 2000. UNITED KINGDOM Earnings for the second quarter were $33 million, an increase of $16 million, or 94 per cent, compared to the $17 million earned in the first quarter of 2000, and an increase of $14 million, or 74 per cent, compared to $19 million in the second quarter of 1999. The second quarter of 2000 was characterized by improved earnings in group life as well as strong earnings in the pension and annuity business. Improved earnings in these businesses were partially offset by project costs of $18 million incurred to achieve future efficiency improvements. The restructuring of U.K. operations continues to progress although the introduction of new products has been deferred from the third to the fourth quarter. ASIA Earnings for the second quarter were $5 million, a decrease of $2 million, or 29 per cent compared to the $7 million earned in the first quarter of 2000, and a decrease of $8 million, or 62 per cent, compared to $13 million in the second quarter of 1999. The decreases are attributable to a decline in the Philippine equity markets and additional investment in China and India. The Company continues to view the long-term potential of the Asian market as an important area for long term growth. MARKETING HIGHLIGHTS * Group Health in Canada was awarded the contract from the Treasury Board of Canada to administer the new Pensioners' Dental Services Plan (PDSP). More than 330,000 federal government pensioners and their family members are eligible to join the plan. * Sold a $US 500 million bank owned life insurance product. * Introduced a new annuity product on May 1 named 'Regatta Extra' which has already produced $US 130 million in sales. * MFS sold $US 300 million in collateralized debt obligations on a new high yield bond fund. * MFS opened a hedge fund to the public for the first time on July 1. * Asia operations launched 'Sun Life Prosperity Funds' a new mutual fund family in the Philippines. SUN LIFE FINANCIAL With significant operations in Canada, the United States, the United Kingdom and Asia for over a century and with a growing range of businesses and offices in 13 key markets around the world, Sun Life Financial of Canada is a global force in the international financial services industry today. Sun Life Financial Services of Canada Inc. is the publicly held parent company of Sun Life Assurance Company of Canada. Tracing its roots back to 1871, Sun Life Financial of Canada has grown to become a leading international provider of financial services with total assets under management of $330 billion (at June 30, 2000). The Sun Life Financial group of companies provides a wide range of savings, retirement, pension, and life and health insurance products and services to individuals and corporate customers in Canada, the United States, the United Kingdom, Hong Kong, the Philippines, Japan, Indonesia, India, Bermuda and Chile. Sun Life Financial Services of Canada Inc. trades on the Toronto (TSE), New York (NYSE) and Philippine (PSE) stock exchanges under the ticker symbol 'SLC', and on the London Stock Exchange (LSE) under the ticker symbol 'SFC'. NOTE TO EDITORS: All figures shown in Canadian dollars. Media contacts: Audrey Gouskos Francine Cleroux (416) 204-8155 (514) 866-2561 Investor Relations contact: Thomas Rice (416) 204-8163 Web site: www.sunlife.com SUN LIFE FINANCIAL SERVICES OF CANADA INC. COMPARATIVE HIGHLIGHTS - 2000 vs. 1999 (in millions of Canadian dollars) For three months For six months ended ended June 30 June 30 2000 1999 Change 2000 1999 Change $ $ % $ $ % Revenue Premium Income 2,380 2,045 16 4,372 3,968 10 Net Investment Income 1,005 971 4 1,968 2,009 (2) Fee Income 812 635 28 1,594 1,237 29 Total Revenue 4,197 3,651 15 7,934 7,214 10 Net Income (Loss) from 193 (70) 390 89 Continuing Operations Discontinued Operations, Net - (7) - (39) of Income Taxes Net Income (Loss) 193 (77) 390 50 Net Income (Loss)Attributable to Mutual Operations (Prior to - (77) 179 50 Demutualization) Participating Policyholders (4) - (4) - (After Demutualization) Shareholders (After 197 - 215 - Demutualization) 193 (77) 390 50 Adjusted Net Income 197 166 19 378 348 9 Attributable to Shareholders (1) Earnings Per Share (2) 0.47 0.41 15 0.92 0.86 7 Return on Equity (2) 12.9% 11.7% 12.7% 12.2% Gross Sales and Deposits Mutual Funds 11,484 10,039 14 23,894 21,920 9 Managed Funds 5,959 4,505 32 11,646 8,261 41 Segregated Funds 2,180 1,065 105 3,387 2,153 57 As at June 30 At Dec 31 2000 1999 Change 1999 $ $ % $ Assets Under Management General Funds 53,521 53,537 (0) 54,751 Segregated Funds 48,479 39,880 22 46,014 Other Assets Under Management Mutual Funds 169,820 132,618 28 152,807 Managed Funds and Other 57,882 39,697 46 47,731 Total Assets Under Management 329,702 265,732 24 301,303 Equity Participating Policyholders' Equity 80 - - Shareholders' Equity 6,265 - - Policyholders' Surplus - 5,772 5,878 6,345 5,772 5,878 MCCSR (%) 291 269 262 (1) 1999 and Q1 2000 amounts exclude earnings attributable to participating policyholders assuming the Company had become public on January 1, 1999. Amounts for the second quarter of 1999 have also been adjusted for $264 million provisions for U.K. pension business ($326 million for the first six months) and $7 million loss from discontinued operations ($39 million for the first six months), less $3 million gain on sales of MFS shares ($18 million for the first six months). (2) Based on net income attributable to shareholders. Periods prior to Q2 2000 are on an adjusted basis as described in Note 1. CONSOLIDATED INTERIM FINANCIAL STATEMENTS Sun Life Financial Services of Canada Inc. Consolidated Statement of Operations (unaudited,in millions of Canadian dollars except for per share amounts FOR THE THREE MONTHS ENDED FOR THE SIX MONTHS ENDED JUNE 30 JUNE 30 JUNE 30 JUNE 30 2000 1999 2000 1999 REVENUE Premium income: Life insurance $ 906 $ 837 $ 1,729 $ 1,674 Health insurance 325 293 633 576 Annuities 1,149 915 2,010 1,718 2,380 2,045 4,372 3,968 Net investment income 1,005 971 1,968 2,009 Fee income 812 635 1,594 1,237 4,197 3,651 7,934 7,214 POLICY BENEFITS AND EXPENSES Payments to policyholders, beneficiaries and depositors: Death and disability benefits 270 238 562 511 Maturities and surrenders 572 957 1,164 1,655 Annuity payments 240 226 467 452 Interest on claims and deposits 56 79 124 161 Experience rating refunds 5 19 5 40 Health benefits 259 238 523 472 Policyholder dividends 199 208 402 405 1,601 1,965 3,247 3,696 Net transfers to segregated funds 640 564 1,289 965 Increase in actuarial liabilities 630 212 792 555 Commissions 336 273 660 539 Operating expenses 609 547 1,179 1,082 Premium and investment income taxes 38 23 60 45 Interest on borrowings 21 21 45 43 Cumulative capital securities dividends 19 19 38 38 3,894 3,624 7,310 6,963 OPERATING INCOME BEFORE INCOME TAXES 303 27 624 251 Income taxes 108 95 230 150 NET OPERATING INCOME (LOSS) 195 (68) 394 94 Goodwill amortization 2 2 4 5 NET INCOME (LOSS) FROM CONTINUING OPERATIONS 193 (70) 390 89 Loss for discontinued operations, net of income taxes (Note 6) - 7 - 39 NET INCOME (LOSS) $ 193 $ (77) $ 390 $ 50 NET INCOME (LOSS) ATTRIBUTED TO: Mutual operations (prior to demutualization) $ - $ (77) $ 179 $ 50 Participating policyholders (after demutualization) (4) - (4) - Shareholders (after 197 - 215 - demutualization) NET INCOME (LOSS) $ 193 $ (77) $ 390 $ 50 BASIC EARNINGS PER SHARE (Note 3) $ 0.47 $0.51* ADJUSTED EARNINGS PER SHARE (Note 3) $0.92** * Covers the period from March 22 to June 30, 2000. ** Adjusted as if demutualization occurred on January 1, 2000. CONSOLIDATED INTERIM FINANCIAL STATEMENTS Condensed Consolidated Balance Sheet (unaudited, in millions of Canadian dollars) AS AT JUNE 30 DECEMBER 31 JUNE 30 2000 1999 1999 ASSETS Bonds $ 26,390 $ 25,545 $ 24,852 Mortgages 9,970 11,477 11,714 Stocks 4,854 4,689 4,295 Real estate 2,304 2,403 2,451 Policy loans 1,253 1,238 1,214 Cash, cash equivalents and short-term securities 3,111 3,443 2,934 Other invested assets 1,139 1,191 1,129 Invested assets 49,021 49,986 48,589 Other assets 4,500 4,765 4,948 Total general fund assets $ 53,521 $ 54,751 $ 53,537 Segregated funds net assets $ 48,479 $ 46,014 $ 39,880 LIABILITIES AND EQUITY Actuarial liabilities $ 32,767 $ 32,370 $ 31,919 Amounts on deposit 3,736 5,260 5,315 Other policy liabilities 1,570 1,925 1,722 Borrowed funds 205 701 408 Deferred net realized gains 3,565 3,356 3,285 Other liabilities 3,702 3,657 3,503 Total general fund liabilities 45,545 47,269 46,152 Subordinated debt 743 734 737 Cumulative capital securities of a subsidary 888 870 876 Equity Participating 80 - - policyholders' account Shareholders' equity (Note 2) 6,265 - - Surplus - 5,878 5,772 Total equity 6,345 5,878 5,772 Total general fund liabilities and equity $ 53,521 $ 54,751 $ 53,537 Segregated funds contract liabilities $ 48,479 $ 46,014 $ 39,880 CONSOLIDATED INTERIM FINANCIAL STATEMENTS Consolidated Statement of Equity (unaudited, in millions of Canadian dollars) FOR THE SIX MONTHS ENDED PARTICIPATING SURPLUS POLICYHOLDERS SHAREHOLDERS JUNE 30 JUNE 30 2000 1999 COMMON STOCK Balance, beginning of period $ - $ - $ - $ - $ - New common shares issued (Note 2) - - 844 844 - Commissions and offering costs, net of tax (Note 2) - - (49) (49) - Balance, end of period - - 795 795 - OPERATING RETAINED EARNINGS Balance, beginning of period 5,489 - - 5,489 5,325 Demutualization costs, net of tax (Note 2) (114) - - (114) - Net income as a mutual company 179 - - 179 50 Balance as at demutualization 5,554 - - 5,554 5,375 Transfers to shareholders' equity (5,353) - 5,353 - - Transfers to participating policyholders' account - 84 (84) - - Cash distribution to policyholders at demutualization (201) - (375) (576) - Net income (loss) as a stock company - (4) 215 211 - Balance, end of period - 80 5,109 5,189 5,375 CURRENCY TRANSLATION ACCOUNT Balance, beginning of period 389 - - 389 756 Changes for the period (prior to demutualization) (20) - - (20) (359) Transfer to shareholders' equity on demutualization (369) - 369 - - Changes for the period (after demutualization) - - (8) (8) - Balance, end of period - - 361 361 397 Total retained earnings - 80 5,470 5,550 5,772 Total equity $ - $ 80 $ 6,265 $ 6,345 $ 5,772 Condensed Consolidated Statement of Cash Flows (unaudited, in millions of Canadian dollars FOR THE SIX MONTHS ENDED JUNE 30 JUNE 30 2000 1999 CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES Net income from continuing operations $ 390 $ 89 New mutual fund business acquisition costs capitalized (218) (265) Adjustments for items not affecting cash 1,007 664 Net cash provided by operating activities 1,179 488 CASH FLOWS PROVIDED BY (USED IN) FINANCING ACTIVITIES Borrowed funds (492) 136 Payments to certain participating policyholders and underwriters at demutualization (Note 2) (658) - Issuance of common shares (Note 2) 844 - (306) 136 CASH FLOWS PROVIDED BY (USED IN) INVESTING ACTIVITIES Investments (1,148) (231) Dispositions 160 51 Acquisitions - (43) (988) (223) Net cash provided by discontinued operations 26 43 Changes due to fluctuations in the exchange rates 12 (116) Increase (decrease) in cash and cash equivalents (77) 328 Cash and cash equivalents, beginning of period 1,998 1,465 Cash and cash equivalents, end of period 1,921 1,793 Short-term securities, end of period 1,190 1,141 Cash, cash equivalents and short-term securities, end of period $ 3,111 $ 2,934 CONSOLIDATED INTERIM FINANCIAL STATEMENTS Condensed Consolidated Statement of Changes in Segregated Funds Net Assets (unaudited,in millions of Canadian dollars) FOR THE SIX MONTHS ENDED JUNE 30 JUNE 30 2000 1999 ADDITIONS TO SEGREGATED FUNDS Deposits $ 3,387 $ 2,152 Net transfers from general funds 1,289 965 Net realized and unrealized gains 457 2,043 Other investment income 667 740 5,800 5,900 DEDUCTIONS FROM SEGREGATED FUNDS Payments to policyholders and their beneficiaries 3,007 2,370 Management fees 243 213 Taxes and other expenses 40 65 Effect of changes in currency exchange rate 45 2,585 3,335 5,233 Net additions to segregated funds for the period 2,465 667 Segregated funds, beginning of period 46,014 39,213 Segregated funds, end of period $ 48,479 $ 39,880 Condensed Consolidated Statement of Segregated Funds Net Assets (unaudited, in millions of Canadian dollars) AS AT JUNE 30 DECEMBER 31 JUNE 30 2000 1999 1999 ASSETS Invested assets $ 49,864 $ 46,882 $ 40,714 Other assets 841 198 505 $ 50,705 $ 47,080 $ 41,219 LIABILITIES $ 2,226 $ 1,066 $ 1,339 Net assets applicable to segregated funds policyholders $ 48,479 $ 46,014 $ 39,880 Condensed Notes to the Interim Consolidated Financial Statements (unaudited, in millions of Canadian dollars, except for per share amounts) BASIS OF PRESENTATION Sun Life Financial Services of Canada Inc. and its subsidiaries are collectively referred to as 'Sun Life Financial' or 'the Company'. Sun Life Financial prepares its Consolidated Financial Statements according to Canadian generally accepted accounting principles (GAAP) including the requirements of the Office of the Superintendent of Financial Institutions Canada. For financial statement purposes, the assets, liabilities, surplus and results of operations of Sun Life Assurance Company of Canada ('Sun Life Assurance') have been presented in the consolidated statements of Sun Life Financial on a continuity of interest basis as a continuation of the historical operations of Sun Life Assurance. These interim Consolidated Financial Statements follow the same accounting policies and methods of computation as the annual 1999 Consolidated Financial Statements, with the exception of the change in accounting for Employee Future Benefits as described in Note 7. DEMUTUALIZATION Sun Life Assurance was organized as a mutual life insurance company until March 22, 2000. On that date, Sun Life Assurance converted to a stock life insurance company with common shares following the approvals of its plan to demutualize by policyholders and the Minister of Finance (Canada). Sun Life Financial was incorporated on August 5, 1999 under the Insurance Companies Act of Canada and on March 22, 2000, became an insurance holding company owning all of the outstanding shares of Sun Life Assurance. To effect the conversion, Sun Life Financial issued a total of 400 million common shares, of which 46 million common shares were issued to underwriters at $12.50 per share and 97 million common shares were sold in a secondary offering on behalf of certain eligible participating policyholders outside Canada who elected, or were otherwise required, to sell their common shares under the terms of demutualization. The remaining 257 million common shares were issued to certain participating policyholders. Proceeds from the shares issued to the underwriters amounted to $576 and were used to fund payments to certain participating policyholders. External costs in respect of demutualization of $114 after tax were treated as a capital transaction and were deducted from the surplus of Sun Life Assurance. All underwriting commissions and offering costs of issuing shares of $43 after tax were treated as a capital transaction and deducted from the share capital of Sun Life Financial. In connection with the initial public offering, the Company granted the underwriters over-allotment options to purchase up to 22 million common shares from treasury at a price of $12.50 per share. The over-allotment options were exercisable for a period of 30 days after the closing of the offering. These options were fully exercised and the shares were issued on April 4, 2000 for total proceeds of $268, less underwriting costs of $6 after tax. The proceeds will be used for general corporate purposes. EARNINGS PER SHARE At demutualization, the Company issued common shares to certain eligible participating policyholders and underwriters as described above. BASIC EARNINGS PER SHARE PER SHARE For the period from For the period after April 1 to June 30, 2000 demutualization March 22 to June 30, 2000 Net income attributed to shareholders after demutualization $197 $215 Weighted average number of shares outstanding 421 million shares 419 million shares Basic earnings per share $0.47 per share $0.51 per share ADJUSTED EARNINGS PER SHARE Adjusted earnings per share is calculated as if demutualization occurred and the offerings closed on January 1, 2000. For the period from January 1 to June 30, 2000 Net income for the period $390 Add: Net loss attributed to post-demutualization participating policyholders 4 Less: Adjusted net income attributed to pre-demutualization participating policyholders (1) (16) Adjusted net income attributed to shareholders $378 Weighted average number of shares outstanding 411 million shares Adjusted earnings per share $0.92 per share (1) After demutualization, net experience gains arising on pre-demutualization participating policies are not attributed to shareholders. 4. NORMAL COURSE ISSUER BID On May 11, 2000, the Company announced that the Board of Directors had authorized the purchase of up to 21 million common shares (the 'Shares'), representing 5% of the Shares issued and outstanding at that time. As at June 30, 2000, the Company had 422 million Shares issued and outstanding. The purchases will be made under a normal course issuer bid program in accordance with the rules of The Toronto Stock Exchange ('Exchange'). The normal course issuer bid program covers the period from May 15, 2000 to May 14, 2001, unless the maximum number of Shares is purchased before May 14, 2001. Regulatory approval for the normal course issuer bid program was received on May 16, 2000. Transactions will be executed on the Exchange at the prevailing market price in amounts and times determined by the Company. The Company will make no purchases of Shares other than open-market purchases. Any Shares purchased as part of the normal course issuer bid program will be cancelled. 5. SEGMENTED INFORMATION The Company's reportable segments reflect the Company's management structure and internal financial reporting. Each of these segments has its own management. All of these segments operate in the financial services industry. They derive their revenues principally from wealth management operations (mutual funds, investment management, annuities, trust operations and banking) and protection services (life and health insurance). Corporate and other represents amounts not attributed to wealth management and protection. It primarily includes investments of a corporate nature and earnings on capital not attributed to the strategic business units. Other operations include those operations for which management responsibility resides in head office. As the Company's reinsurance operations are treated as a discontinued operation, net operating income does not include these results. However the Company's reinsurance operations are included in other operations' assets. Net operating income in this category is shown net of certain expenses borne centrally. Transactions occurring between segments consist primarily of internal financing agreements. Inter-segment transactions are measured at market values prevailing when the arrangements were negotiated. Inter-segment revenue consists of interest of $70 in 2000 ($47 in 1999) and fee income of $17 in 2000 ($15 in 1999). RESULTS BY SEGMENT FOR THE SIX MONTHS ENDED JUNE 30, 2000 United States United Cosolidation Total Canada Sun Life M.F.S. Kingdom Asia Other Adjustments REVENUE Wealth management $ 808 $ 1,934 $ 1,139 $ 441 $ - $ 5 $ (17) $4,310 Protection 1,221 1,314 - 780 197 8 - 3,520 Corporate and other 10 58 - (2) - 108 (70) 104 $ 2,039 $ 3,306 $ 1,139 $ 1,219 $ 197 $121 $ (87) $7,934 NET OPERATING INCOME (LOSS) Wealth management $ 48 $ 29 $ 124 $ 68 $ (2) $ 4 $ (15) $ 256 Protection 38 38 - 15 14 - - 105 Corporate and other 6 56 - (32) - (12) 15 33 $ 92 $ 123 $ 124 $ 51 $ 12 $ (8) $ - $ 394 ASSETS General fund assets $17,256 $16,336 $ 1,568 $13,738 $1,427 $3,453 $ (257) $53,521 Segregated fund assets $ 9,482 $27,006 $ - $11,991 $ - $ - $ - $48,479 Other assets under Management $24,684 $ 707 $225,104 $ 3,784 $ - $ - $(26,577) $227,702 RESULTS BY SEGMENT FOR THE SIX MONTHS ENDED JUNE 30, 1999 United States United Cosolidation Total Canada Sun Life M.F.S. Kingdom Asia Other Adjustments REVENUE Wealth management $ 746 $ 1,636 $ 854 $ 544 $ - $ 4 $ (15) $ 3,769 Protection 1,122 1,211 - 804 190 2 - 3,329 Corporate and other 16 48 - 10 - 89 (47) 116 $ 1,884 $ 2,895 $ 854 $1,358 $ 190 $ 95 $ (62) $ 7,214 NET OPERATING INCOME (LOSS) Wealth management $ 41 $ 35 $ 82 $ (301) $ (1) $ 4 $ (12) $ (152) Protection 52 83 - 26 34 2 - 197 Corporate and other 10 12 - 39 - (24) 12 49 $ 103 $ 130 $ 82 $ (236) $ 33 $ (18) $ - $ 94 ASSETS General fund assets $ 18,765 $16,366 $ 1,426 $13,561 $1,331 $3,215 $ (1,127) $53,537 Segregated fund assets $ 6,789 $20,619 $ - $12,472 $ - $ - $ - $39,880 Other assets under Management $ 19,770 $ 1,944 $167,990 $ 3,472 $ - $ - $ (20,861) $172,315 6. DISCONTINUED OPERATIONS The Company adopted a formal plan of disposal for its reinsurance operations on December 15, 1999. On April 10, 2000, the transaction to sell the life retrocession and financial reinsurance lines of its reinsurance business closed after receiving all of the necessary regulatory approvals. Details of the sale are described below. The portion of the reinsurance business which is not included in the sale, primarily the accident and health reinsurance lines of business, will be discontinued as the Company does not intend to continue writing such business and is closing its existing block of business. There is no net impact on net income from discontinued operations during the current period ($39 loss in the first six months of 1999). In the quarter ended December 31, 1999, the Company included in net income the estimated net loss from discontinued operations after December 15, 1999 of $150 after tax. This loss consisted of the estimated net loss from discontinued operations of $229, net of tax of $121, and the estimated gain on the sale of its life retrocession and financial reinsurance lines of $79, net of tax of $43, based on the estimated proceeds of $171. The actual gain on the sale's closing was $79, net of tax of $43. As part of the sale transaction, sale proceeds of $171 were received and balance sheet assets of $535 and liabilities of $499 were disposed of during the current quarter. Included in the estimated net loss from discontinued operations established in the fourth quarter of 1999 of $229, net of tax of $121, were the provisions established in connection with the Unicover Managers Inc. business which are further described in Note 9. The components of the impact on net income as well as the financial position of the discontinued operations are as follows: FOR THE SIX MONTHS ENDED JUNE 30, 2000 1999 AS AT JUNE 30, 2000 1999 REVENUE $238 $511 ASSETS EXPENSES 238 575 Invested assets $ 728 $ 943 Other assets 355 478 Loss for discontinued operations Total assets $ 1,083 $1,421 before income taxes - 64 LIABILITIES Income taxes benefit Actuarial liabilities and - 25 other policy liabilities Loss for discontinued operations, $ 711 $1,209 net of income taxes Other liabilities $ - $ 39 372 212 Total liabilities $ 1,083 $1,421 7. CHANGE IN ACCOUNTING POLICY The Company adopted Employee Future Benefits, Canadian Institute of Chartered Accountants Handbook section 3461, to be applied prospectively effective January 1, 2000. The impact of this change in accounting policy is not material to these Consolidated Financial Statements. 8. DISPOSALS Effective March 1, 2000, the Company sold all of the common shares of Sun Life Trust Company (SLT), a deposit taking, mortgage lending and trust services company with assets of $2 billion. Proceeds of $160 from the sale recovered SLT's net carrying value. On April 10, 2000, the sale of the reinsurance business closed as described in Note 6. 9. PROVISIONS FOR CERTAIN CONTINGENCIES CERTAIN REINSURANCE ARRANGEMENTS In 1997, the Company entered into an arrangement to participate in the reinsurance of a risk-sharing pool and related facilities, managed by Unicover Managers, Inc. (Unicover), which provided reinsurance for U.S. workers' compensation benefits. During 1998, the premium attributable to the underlying workers' compensation policies sold and then partially or wholly reinsured by Unicover materially exceeded expectations. It was expected in 1999 that claims attributable to the entire program could be substantial. Consequently, the Company has undertaken an extensive review of the Unicover program and the Company's reinsurances. The Company has delivered a notice of arbitration to all participants in the Unicover pool and related facilities seeking rescission of these contracts or damages. If the remedy of rescission were granted in this case, it would have the effect of annulling or voiding the Company's contracts with Unicover. It is possible that the arbitration proceedings will be lengthy and the outcome of those proceedings not known for quite some time. Based on the information known to it at this time, the Company believes that it has strong grounds for rescission. The Company has entered into settlements which together have significantly reduced the Company's exposure to losses from the Unicover business. On January 7, 2000 a settlement agreement was made with Reliance Insurance Company and Reliance Group Holdings, Inc. (Reliance) with respect to a segment of the Unicover business. As a result of this settlement, the arbitration against Reliance for rescission of agreements related to this segment of the Unicover business will not proceed. On March 27, 2000 the Company settled the Company's exposure in another segment of the Unicover business by entering into agreements with Reliance Insurance Company, The Lincoln National Life Insurance Company and Lincoln National Health and Casualty Insurance Company. Certain of the companies providing reinsurance protection to the Company have initiated proceedings to avoid their retrocessional reinsurance. These proceedings are all in their preliminary stages. The Company established provisions at a cost of $150 after tax during 1999 in connection with the Unicover business based on information known to it at the time. The financial terms of the above settlements and the gain on the sale's closing are consistent with these provisions established in 1999 and there were no additional provisions established during the first six months of 2000. 9. PROVISIONS FOR CERTAIN CONTINGENCIES (Cont'd) LEGAL PROCEEDINGS Sun Life Financial and its subsidiaries are engaged in litigation arising in the ordinary course of business. None of this litigation is expected to have a material adverse effect on the consolidated financial position of the Company. PROVISIONS IN THE UNITED KINGDOM In the United Kingdom, the life insurance industry is being required to compensate certain policyholders under the Financial Services Authority guidelines on sales of pension products. The compensation is for sales which occurred from 1988 to 1994. These guidelines have been significantly expanded for the second phase of required compensation, which has required the entire industry to significantly increase its provisions. The Financial Services Authority is continuing to provide more specific guidance for this compensation. The liability has been determined by the use of estimates derived from the regulatory guidance or the Company's prior experience. The Company's future experience may be different from these estimates and consequently there is still uncertainty in measuring its ultimate costs. There was no increase in the provisions for the first six months ($354 increase in the first six months of 1999, included in the maturities and surrenders line in the Consolidated Statement of Operations) and the total cost since inception is $1,176. During the six months, the Company paid compensation of $48 ($81 in the first six months of 1999), for total compensation payments since inception of $434. At June 30, 2000, the Company had provisions of $662 ($755 as at June 30, 1999) for future compensation payments and related expenses. In 1998, the Company significantly increased its actuarial liabilities in connection with certain annuities with minimum annuity rates issued prior to 1994 by Confederation Life (U.K.) in the United Kingdom. At June 30, 2000, the Company included in its actuarial liabilities $431 ($460 as at June 30, 1999) for these liabilities. The Company has instituted a hedging program with the objective of limiting losses that would otherwise arise upon further declines in interest rates in the United Kingdom. This program provides a substantial, although not complete, hedge against declines in interest rates. There can be no certainty that additional liabilities will not be required in the future as a result of interest rate changes or other factors.
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