We also receive record-keeping fees monthlyfrom mutual fund accounts on our servicingplatform and in turn pay a third-party providerfor its servicing of certain of these accounts.Benefits Expense. Policy claims are chargedto expense in the period in which the claims areincurred.Share-Based Transactions. For employeeshare-based compensation, we determine agrant date fair value and recognize the relatedcompensation expense, adjusted for expectedforfeitures, in the statement of income over thevesting period of the respective awards. Fornon-employee share-based compensation, werecognize the impact throughout the vestingperiod and the fair value of the award is basedon the vesting date. To the extent that a sharebasedaward contains sale restrictionsextending beyond the vesting date, we reducethe recognized fair value of the award to reflectthe corresponding liquidity discount. Certainnon-employee share-based compensationvaries with and primarily relates to theacquisition or renewal of life insurance policies.We defer these expenses and amortize theimpact over the life of the underlying lifeinsurance policies acquired.Earnings Per Share (EPS). <strong>Primerica</strong> hasoutstanding common stock, warrants, andequity awards. Both the vested and unvestedequity awards maintain non-forfeitable dividendrights that result in dividend paymentobligations on a one-to-one ratio with commonshares for any future dividend declarations.These equity awards are deemed participatingsecurities for purposes of calculating EPS.As a result of issuing equity awards that aredeemed participating securities, we calculateEPS using the two-class method. Under thetwo-class method, we allocate earnings tocommon shares and to fully vested equityawards. Earnings attributable to unvestedequity awards, along with the correspondingshare counts, are excluded from EPS asreflected in our consolidated statements ofincome.In calculating basic EPS, we deduct anydividends and undistributed earnings allocatedto unvested equity awards from net income andthen divide the result by the weighted-averagenumber of common shares and fully vestedequity awards outstanding for the period.We determine the potential dilutive effect ofwarrants on EPS using the treasury-stockmethod. Under this method, we utilize theexercise price to determine the amount of cashthat would be available to repurchase shares ifthe warrants were exercised. We then use theaverage market price of our common sharesduring the reporting period to determine howmany shares we could repurchase with the cashraised from the exercise. The net incrementalshare count issued represents the potentialdilutive securities. We then reallocate earningsto common shares and fully vested equityawards incorporating the increased, fullydiluted share count to determine diluted EPS.The calculation of basic and diluted EPS was asfollows:Year endedDecember 31, <strong>2010</strong>(In thousands)Basic EPS:Numerator:Net income $257,778Income attributable to unvestedparticipating securities (10,433)Net income used incalculating basic EPS $247,345Denominator:Weighted-average shares 72,099Basic EPS $ 3.43Diluted EPS:Numerator:Net income $257,778Income attributable to unvestedparticipating securities (10,326)Net income used incalculating diluted EPS $247,452Denominator:Weighted-average shares 72,882Diluted EPS $ 3.40We calculated EPS on a pro forma basis usingweighted-average shares, including the sharesoutstanding following our April 1, <strong>2010</strong>corporate reorganization as though they hadbeen issued and outstanding on January 1,<strong>2010</strong>.118 Freedom Lives Here
New Accounting PrinciplesScope Exception Related to Embedded CreditDerivatives. In March <strong>2010</strong>, the FASB issuedASU <strong>2010</strong>-11, Scope Exception Related toEmbedded Credit Derivatives. The updateclarifies guidance on accounting for embeddedderivatives to reduce the breadth of the scopeexception for bifurcating and separatelyaccounting for certain embedded creditderivative features related to the transfer ofcredit risk in the form of subordination of onefinancial instrument to another. We adoptedthe update as of July <strong>2010</strong>. The update did notimpact our financial position or results ofoperations.Subsequent Event Disclosure. In February <strong>2010</strong>,the FASB issued ASU <strong>2010</strong>-9, Amendments toCertain Recognition and DisclosureRequirements. The update requires publiccompanies to assess subsequent eventsthrough the date of issuing its financialstatements but does not require disclosure ofthe date through which we have assessedsubsequent events. We adopted ASU <strong>2010</strong>-9 asof January <strong>2010</strong>. The update did not impact ourfinancial position or results of operations.Additional Fair Value Measurement Disclosure.In January <strong>2010</strong>, the FASB issued ASU <strong>2010</strong>-6,Improving Disclosures About Fair ValueMeasurements. The update requires additionaldisclosure for significant transfers into and outof level 1 and level 2 instruments for reportingperiods beginning after December 15, 2009.Additionally, separate presentation ofpurchases, sales, issuances, and settlementswill be required for activity in level 3instruments for reporting periods beginningafter December 15, <strong>2010</strong>. This new guidance didnot impact our financial position or results ofoperations.Elimination of QSPEs and Changes in theConsolidation Model for Variable InterestEntities. In June 2009, the FASB issued SFASNo. 166, Accounting for Transfers of FinancialAssets, an amendment of FASB StatementNo. 140, now authoritative under ASC 860 (ASC860) and SFAS No. 167, Amendments to FASBInterpretation No. 46(R), now authoritativeunder ASC 810 (ASC 810). ASC 860 eliminatesthe concept of Qualifying Special PurposeEntities (QSPEs), changes the requirements forthe derecognition of financial assets, and callsupon sellers of the assets to make additionaldisclosures about them. ASC 810 details threekey changes to the consolidation model. First,former QSPEs are now included in the scope ofASC 810. In addition, the FASB has changed themethod of analyzing which party to a variableinterest entity (VIE) should consolidate the VIE(known as the primary beneficiary) to aqualitative determination of which party to theVIE has “power” combined with potentiallysignificant benefits or losses, instead of theprevious quantitative risks and rewards model.The entity that has power has the ability todirect the activities of the VIE that mostsignificantly impact the VIE’s economicperformance. Finally, the new standard requiresthat the primary beneficiary analysis bere-evaluated whenever circumstances change.The previous rules required reconsideration ofthe primary beneficiary only when specifiedreconsideration events occurred. We adoptedboth standards on January 1, <strong>2010</strong>. Theadoption of this guidance has not requiredconsolidation of any variable interest entitiesand did not impact our financial position orresults of operations.Other-Than-Temporary Impairments onInvestment Securities. In April 2009, the FASBissued FSP SFAS No. 115-2 and SFAS No. 124-2,Recognition and Presentation of Other-Than-Temporary Impairments (ASC 320-10/FSPSFAS 115-2), which amends the recognitionguidance for OTTI of debt securities andexpands the financial statement disclosures forOTTI on debt and equity securities. TheCompany adopted the FSP in the first quarterof 2009.As a result of this FSP, the Company’sconsolidated and combined statements ofincome reflect the full impairment (that is, thedifference between the security’s amortizedcost basis and fair value) on debt securities thatthe Company intends to sell or would morelikelythan-not be required to sell before theexpected recovery of the amortized cost basis.<strong>Primerica</strong> <strong>2010</strong> <strong>Annual</strong> <strong>Report</strong> 119
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Freedom Lives Here 2010 Annual Repo
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A Main Street Company for Main Stre
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North America’s vastmiddle-income
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More than 50 percent of U.S. househ
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We are PrimericaPrimerica is a Main
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Primerica helps familiescreate a fi
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René Turner wasalways told growing
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We teach people how money works.We
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UNITED STATESSECURITIES AND EXCHANG
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CAUTIONARY STATEMENT CONCERNING FOR
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PART IITEM 1.BUSINESSOverviewPrimer
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them reduce and ultimately pay off
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With the support of our home office
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ecognized with the sales representa
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force. We also profile successful s
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• bonuses and other compensation,
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originators (and in some states as
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We organize and manage our business
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premiums that are less per person p
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insurance policies that we underwri
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assistance, has developed a series
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SEC, FINRA and with respect to 529
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they sell insurance policies. Our C
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preceding 12 months, exceed this st
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interest rate risk and business ris
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operational support to its subsidia
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Privacy of Consumer Information. U.
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media. This negative commentary can
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with such laws and regulations, inc
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and disrupt the economy. Although w
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Our financial strength and credit r
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There are certain risks and uncerta
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26). The update revises the definit
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conduct standards prescribed by FIN
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licensing requirements have caused,
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Terrorist Financing Act and its acc
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educing dividends or other amounts
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housed at our Duluth and Roswell, G
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• for dates as of or periods endi
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to and subject to the limitations o
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Field Audit Department from 1993 to
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Securities Authorized for Issuanceu
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- Page 133 and 134: which we are able to reinvest at ou
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Schedule IICondensed Financial Info
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Schedule IICondensed Financial Info
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101% of the outstanding principal a
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GrossamountSchedule IVReinsurancePR
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Annual MeetingThe annual meeting of