CNO Financial Group's CEO Discusses Comprehensive Recapitalization Overview Conference Call (Transcript)

CNO Financial Group, Inc. (CNO)

Comprehensive Recapitalization Overview Conference Call

September 05, 2012 11:00 am ET

Executives

Erik Helding – Senior Vice President, Treasury & Investor Relations

Edward J. Bonach – Chief Executive Officer

Frederick J. Crawford – Executive Vice President and Chief Financial Officer

Analysts

Randy Binner – FBR Capital Markets

Christopher A. Giovanni – Goldman Sachs & Co.

Paul Sarran – Evercore Partners

Sean Robert Dargan – Macquarie Capital

Presentation

Operator

Good morning, my name is Ashley, and I will be your conference operator today. At this time I would like to welcome everyone to the Comprehensive Recapitalization Overview Conference Call. All lines have been placed on mute to prevent any background noise. After speakers remarks there will be a question-and-answer session. (Operator Instructions). Thank you, Mr. Erik Helding you may begin.

Erik Helding

Thank you. Good morning and thank you for joining us on CNO Financial Group’s Recapitalization Overview Conference Call. Today’s presentation will include remarks from Ed Bonach, Chief Executive Officer and Fred Crawford, Chief Financial Officer. Following the presentation we will have a question-and-answer period.

During this conference call, we’ll be referring to information contained in yesterday’s press release, you can obtain the release by visiting the media section of our website at www.cnoinc.com. This morning’s presentation is also available on the investor section of our website and was filed in a Form 8-K this morning. Let me remind you that any forward-looking statements we make today are subject to a number of factors, which may cause actual results to be materially different than those contemplated by the forward-looking statements.

Today’s presentation contains a number of non-GAAP measures, which should not be considered as substitutes for the most directly comparable GAAP measures. You will find a reconciliation of the non-GAAP measures, to the corresponding GAAP measures in the appendix. Then now I would like to turn the call over to our CEO, Ed Bonach. Ed?

Edward J. Bonach

Thanks Erik. Good morning everyone and thank you for joining us today. We are pleased to discuss the significant steps we are taking to further improve our capital structure and shareholder value. Our strong operational and financial performance have positioned us favorably to execute on a recapitalization plan, which we anticipate will lower our cost of capital and improve financial flexibility. This recapitalization plan is propelled by the strength of CNO’s business strategy and performance.

Before I dive deeper into the rationale, it’s worth quickly reflecting on our business performance and current capital position noted on slide four. We are dedicated to the underserved and rapidly growing senior middle-income market, which defined and differentiate us in the industry. We have been investing in the expansion of our distribution to this market, while emphasizing profitable growth. This is continuing to yield solid sales and earnings results.

In the first half of 2012, sales grew 9% over the first half of 2011, and operating earnings were up 8% over the same period. We continue to generate and deploy significant amounts of excess capital, with strength in both statutory earnings and cash flow sent to the holding company. Our strong financial position and our continued generation of cash and excess capital allowed us to continue to buyback stock in an accelerated rate.

As previously announced during the second quarter, our Board of Directors approved an additional $100 million for share repurchases as well as approved an initiation of a dividend program. These were significant milestones for CNO, marking the tremendous progress the company has made, through some of the most challenging economic conditions in our history, and also demonstrating confidence in our currents in future cash flow and financial strength. It is even with the increased capital deployment in the second quarter, our key metrics of risk-based capital and debt to total capital further improve during the quarter, and liquidity at the holding company increased to nearly $200 million. These accomplishments have recently been recognized by the rating agencies with S&P revising the outlook and our ratings to positive in early August, and both A.M. Best and Moody's providing upgrades to our ratings within the last week.

Turning to slide five, with the momentum we have in our strong operating performance credit profile and ratings progress combining with favorable market conditions, we have the opportunity to further improve our capital structure and lower our cost of capital. As detailed in the press release we issued last night, the transaction is expected to be accretive to both EPS and ROE, with our diluted share counts decreasing 12% as of June 30, 2012. In addition to significant improvements in EPS and ROE, the transaction will further improve financial flexibility, push out near-term debt maturities and rebalance our fixed and floating rate structure.

Lastly, it is important to note that as a result of a privately negotiated agreement with Paulson & Co. to repurchase their convertible debentures, at a discount to estimated market value, the transaction will significantly reduce the convertible overhang, which naturally leads to uncertainty over conversion timing or debt maturity in concentrated ownership.

Now I would like to hand it over to Fred, to discuss the transactions and the impacts in further detail. Fred?

Frederick J. Crawford

Thanks Ed. Before jumping into the recapitalization plan, it’s worth reflecting on our underlying capital strategy. The building blocks of the strategy include a capital base capable of absorbing market stress, maintaining ratios consistent with investment grade ratings at the holding company and lowering our overall cost of capital through proactive financing strategies and effectively deploying free cash flow. This strategy has yielded more specific capital targets including leverage in the 20% range. RBC in excess of 350%, interest coverage of five times, and liquidity sufficient to service our required holding company cash outflows in excess of a year. Our announced recapitalization plan is guided by these strategic targets. For some time now we have discussed recapitalization as a potential stair-step in terms of critical shareholder value metrics.

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