Ultimate Parent: National Retirement Fund AMALGAMATED LIFE INSURANCE COMPANY

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1 AMALGAMATED LIFE INSURANCE COMPANY White Plains, New York Ultimate Parent: National Retirement Fund AMALGAMATED LIFE INSURANCE COMPANY 333 Westchester Avenue White Plains, NY Web: Tel.: Fax: AMB#: NAIC#: Ultimate Parent#: FEIN#: BEST S CREDIT RATING Best s Financial Strength Rating: A Outlook: Stable Best s Financial Size Category: VI RATING RATIONALE A (Excellent) Rating Rationale: The rating assignments of Amalgamated Life Insurance Company (Amalgamated Life) reflect its established niche in the New York-domiciled labor union life insurance market, business and geographic diversification initiatives and ongoing profitability. Offsetting factors include a highly competitive group life insurance market, a concentration of business in this market and the challenges of national expansion. Amalgamated Life has historically marketed primarily group term life insurance products chiefly in the Taft-Hartley labor union market, where it enjoys a competitive advantage due to its familiarity with this market as well as its ownership by a national pension fund. In recent years, the company has diversified its business and geographic profiles by entering the medical stop-loss market and building a national sales platform by achieving licenses in all 50 states and the District of Columbia. As a result, the majority of its new sales are derived from groups outside New York. Amalgamated Life has reported net income each year over the last five years due to favorable underwriting results supplemented by investment income. It has also made significant technology infrastructure improvements and continues to maintain a reasonable expense ratio. Amalgamated Life remains challenged by an intensely competitive life insurance market, as well as competitive markets for its ancillary products. The company s reliance on the life insurance market within the New York-domiciled Taft-Hartley labor union arena for the majority of its premium revenue and a significant portion of its net operating gains exposes it to market and regulatory risks. A.M. Best believes it could take some years for it to establish a noticeable and profitable presence in its targeted growth areas. A.M. Best notes the unlikelihood of upward rating movement in the near-to-medium term given Amalgamated Life s relative size and business profile. A future negative rating action could occur if it does not sustain higher year-over-year operating results, does not continue progress toward meaningful earnings across its lines of business or premium revenue trends downward. FIVE YEAR RATING HISTORY Date Best s FSR Date Best s FSR 05/16/14 A 05/25/11 A 05/17/13 A 05/20/10 A 05/25/12 A 05/21/09 A 2014 A.M. Best Company, Oldwick, NJ Printed June 9, Page 1 of 7

2 KEY FINANCIAL INDICATORS ($000) Total Capital Capital Asset Surplus Valuation Premiums Invest Funds Reserve Written Income Income Year Assets ,764 33, ,462 2,292 2, ,160 36, ,265 2,087 2, ,947 38, ,700 2,145 1, ,555 42, ,317 2,006 3, ,851 47, ,329 2,098 3,528 (*) Within several financial tables of this report, this company is compared against the Group Life Composite. (*) Data reflected within all tables of this report has been compiled from the company-filed statutory statement. BUSINESS PROFILE Amalgamated Life, based in White Plains, NY, and licensed in 50 states and the District of Columbia, is wholly-owned by Alico Services Corporation. Alico Services Corporation, in turn, is 96.9% owned by the National Retirement Fund and 3.1% owned by affiliates of Workers United and UNITE HERE, and management. Alico Services Corporation s other affiliated subsidiaries include Alicare, a third-party administrator; Alicomp, a mainframe computer outsourcing firm; Amalgamated Agency, a property and casualty insurance brokerage; Aligraphics, a printing and graphics company; and Alicare Medical Management, Inc., a medical cost management company. Alico Services Corporation generates $915 million in premium, premium equivalents and fee revenue. Scope of Operations: Amalgamated Life markets primarily group life insurance products chiefly to Taft-Hartley health and welfare and pension plans or through endorsed voluntary arrangements via their unions. The company also offers medical stop-loss, group short-term and long-term disability, Medicare supplement, individual life insurance, disability, dental, vision, accidental death and dismemberment and legal services products. Group life insurance, comprising nearly four-fifths of Amalgamated Life s total net premium revenue, consists entirely of term life products. Optional additional coverages to the basic group term life product, available in some states, include accidental death and dismemberment, dependent life, retiree life and supplemental life. The company provides coverage to participants of union employee benefit plans throughout the U.S. via group policies and ASO contracts. However, it has been diversifying its revenue streams in recent years primarily by expanding operations geographically. Amalgamated Life also offers voluntary life insurance products through its worksite marketing division. Since 2005, it has been marketing and underwriting the Workers Life Level and Plus term life products along with partner Boston Mutual s interest-sensitive whole life product. The company retains the entire risk on its term life products, while Boston Mutual shares risk on the whole life product. Amalgamated Life partnered with Guardian Life Insurance Company (Guardian Life) in 2010 to market a voluntary dental product underwritten by Guardian Life. Other voluntary products, underwritten by Amalgamated Life, include short-term disability, accidental death and dismemberment and legal services in partnership with LegalEase. In 2012, the company partnered with National Guardian Life and Avesis to market a voluntary vision product underwritten by these two companies. Additionally, it intends to introduce its own underwritten voluntary personal accident and critical illness products in 2014 and has recently introduced a new short-term disability product. Medical stop-loss, comprising nearly one-eighth of total net premium revenue, has been marketed since December 2007 as part of the company s diversification and expansion initiatives. This line of business reduces self-insured employers risk of incurring high expense individual major medical claims or a high aggregate volume of major medical claims. Amalgamated Life believes that medical stop-loss is an excellent growth opportunity. The company leverages its presence in the Taft-Hartley market through its access to established distribution channels, provider networks, product bundling, third-party administration capabilities and medical management expertise. Group disability, comprising five percent of total net premium revenue, consists almost entirely of short-term disability products. These products, available as contributory or non-contributory, provide group members with income protection for non-work-related injury or illness. The company also offers voluntary short-term and long-term disability products. Medicare supplement and individual life comprise the vast majority of remaining net premium revenue. The Medicare supplement business is assumed from another carrier, while the individual life segment consists primarily of assumed interest-sensitive whole life, whole life paid in full and traditional whole life products. Amalgamated Life s salaried sales representatives, comprised of seasoned insurance professionals and former trade union officials, market its products by directly contacting trade unions, brokers and consultants. The company maintains sales offices throughout the U.S. In 2010, it hired two new sales representatives to penetrate California and the New England states, and in 2013 hired one in the South with the objective of increasing its share of the Taft-Hartley market and identifying additional cross-selling opportunities within the organization. The sales force benefits from referrals from a network of benefit consultants, law, actuarial and accounting firms that also serve the Taft-Hartley market. Amalgamated Life is developing new markets within labor and outside of labor to further diversify its revenue streams. TOTAL PREMIUM COMPOSITION & GROWTH ANALYSIS Reinsurance Period DPW Prem Assumed Ending ($000) (% Chg) ($000) (% Chg) , , , , , , , , , , Yr CAGR Reinsurance Period Prem Ceded NPW & Deposits Ending ($000) (% Chg) ($000) (% Chg) , , , , , , , , , , Yr CAGR Territory: The company is licensed in the District of Columbia and all states. Business Trends: Amalgamated Life s net premium revenue has increased each year over the last five years due primarily to new direct medical stop-loss sales, assumed group life sales and direct group life sales. Direct group life premium revenue, after decreasing before 2011 from the recessionary economy and the loss of a major customer, increased in 2011 from the marketing of a new policy, licensure in all 50 states and enhanced coordination between sales and underwriting. In 2012, however, direct group life premium revenue decreased due to experience rated refunds and terminations of unfavorably performing business. In 2013, direct group life premium revenue increased primarily due to two large sales, among others. Direct group accident and health premium revenue, after remaining relatively flat in 2012, increased in 2013 due primarily to additional medical stop-loss sales. Approximately three-fifths of its direct premium revenue is derived from New York, where a majority of union-sponsored multi-employer plans covering national collective bargaining agreements are domiciled. The company has increasingly generated more sales outside of New York in recent years BY-LINE BUSINESS ($000) Reinsurance DPW Prem Assumed Product Line ($000) (%) ($000) (%) Ordinary life , Group life 26, , Individual A&H Group A&H 12, , Total 39, , A.M. Best Company, Oldwick, NJ Printed June 9, Page 2 of 7

3 Reinsurance Prem Ceded NPW Product Line ($000) (%) ($000) (%) Ordinary life , Group life 2, , Individual A&H Group A&H 1, , Total 4, , BY-LINE RESERVES ($000) Product Line Ordinary life 2,599 2,613 2,664 2,760 2,004 Group life 5,689 5,203 4,174 3,653 3,405 Group A&H Total 8,501 8,014 7,059 6,666 5,688 LIFE POLICIES STATISTICS -Ordinary Policies- -Group Policies- -Group Certificates- Year Issued In Force Issued In Force Issued In Force ,640 11, , , , , , , , , , , , , , ,117 Whole Life Endow. & LIFE INSURANCE IN FORCE ($000) Total Insurance In Force Year Adds Term Credit Group Industrial ,112 4,503 15,811,172 15,895, ,902 4,363 16,959,962 17,042, ,741 4,067 19,772,863 19,868, ,767 3,313 21,114,617 21,215, ,026 3,113 24,099,089 24,204,227 NEW LIFE BUSINESS ISSUED ($000) Year Whole Life & Endow. Term Credit Group Industrial Total Insurance Issued Non- Par (%) Par (%) , , , ,492 1,357,765 1,359, ,316,897 1,317, , , ,530,191 2,530, ORDINARY LIFE STATISTICS Ord. Renew Average 1st Yr 1st Yr Gen. Lapse Premium Ord. Policy Avg Prem / Comm / Exp. / Ratio Persist (in dollars) Prem Total 1st Yr Policies Year % % Issued In Force ($/M) Prem Prem In Force ,903 7, ,893 7, ,378 7, ,318 8, ,083 8, First Year Gen l Exp/ Return on Number of Policies Premium Reserves Reserves Year Issued In Force (000) (%) (%) ,640 11, , , , , GEOGRAPHIC BREAKDOWN BY DIRECT PREMIUM WRITINGS ($000) New York 24,450 25,300 25,854 23,595 22,093 New Jersey 4,207 1,927 1,617 1,028 1,117 Pennsylvania 3,561 1,626 1, Illinois 2,322 1,918 2,369 2,013 3,631 California 1,475 1, Ohio , Massachusetts Utah Texas Missouri All Other 2,156 1,466 1,433 1, Total 41,430 35,306 34,903 30,329 29,258 RISK MANAGEMENT Amalgamated Life maintains a formal risk management program. The company s Chief Risk Officer, its General Counsel, reports to the Risk Committee which consists of the CEO, CFO, Chief Information Officer and an EVP. This committee focuses on managing risk in these five areas: operations, underwriting, credit, marketing and strategy. They evaluate risk areas as a whole and assess potential impact on operational performance, balance sheet strength and business profile. The Chief Risk Officer ensures that enterprise wide risk is monitored via metrics and ensures that policies and procedures are standardized for regular reporting, communicates with the risk and audit committees and updates executive management and the board of directors. She also reports directly to the audit committee and meets with them regularly. Executive management meets weekly to discuss corporate issues, their impact on the organization and action plans to resolve these issues. An external asset management firm invests according to Amalgamated Life s investment policy, with stress testing of the investment portfolio performed quarterly. Accume, an independent third-party internal audit and risk management firm, performs internal audits. Monitored corporate-wide metrics include such areas as the call center and medical claims payments. A business continuity plan exists for business disruptions. OPERATING PERFORMANCE Operating Results: Amalgamated Life has consistently reported net income each year over the last five years due primarily to favorable underwriting results in its core group life and medical stop-loss segments supplemented by relatively consistent investment income. income decreased in 2011 from less favorable underwriting results associated with higher loss ratios in both of its core segments. However, in 2012 the company reported its highest level of net income during this period due to terminations of unfavorably performing business. Amalgamated Life reported slightly lower net income in 2013 due to a higher loss ratio reported by its group life segment, partially offset by a lower loss ratio reported by its medical stop-loss segment. In response, management implemented premium rate increases within the group life business in In recent years, improvements to information technology and workforce attrition have contributed to the company s favorable operating results. PROFITABILITY ANALYSIS ($000) Company Pre-tax Period Oper Operating Total Ending Income Gain Income Return ,819 2,516 2,482 2, ,849 2,809 2,809 2, ,102 1,856 1,856 1, ,897 3,709 3,708 3, ,361 3,528 3,528 3,528 5-Yr Total 19,028 14,418 14,384 14, A.M. Best Company, Oldwick, NJ Printed June 9, Page 3 of 7

4 Company Industry Composite BALANCE SHEET STRENGTH Period Operating Operating Operating Operating Capitalization: Amalgamated Life s absolute capital and surplus level has Ending ROR ROE ROR ROE increased each year over the past five years due primarily to net income. In , however, the increase resulted from a $3.9 million capital contribution from Alico Services Corporation, net income and an increase in net deferred income tax, partially offset by a material increase to non-admitted assets. The increases to capital and surplus were higher in 2012 and 2013 than in recent prior years due to higher levels of net income and a material decrease to the 5-Yr Avg non-admitted deferred tax asset in Amalgamated Life maintains a PROFITABILITY TESTS Comm & favorable level of risk-adjusted capital for its insurance and investment risks. It is not subject to any mandatory dividend requirements from Alico Services Corporation and benefits from the explicit support of its parent company. This Ben Paid Exp to NOG Operating was evidenced by the capital contribution from Alico Services Corporation to to NPW NPW to Tot NOG to Return on Total offset the increase in non-admitted assets resulting from Amalgamated Life s Year & Dep & Dep Assets Tot Rev Equity Yield Return technology and infrastructure capital expenditures in recent years CAPITAL GENERATION ANALYSIS ($000) Source of Surplus Growth Pre-Tax Realized Unrealized 5-Year Avg Operating Capital Income Capital Year Gain Gains Taxes Gains NET OPERATING GAIN ($000) , Product Line ,849 1,040 Ordinary life ,102 1, Group life 1,476 1,813 1,369 1,946 1, , , Individual A&H , Group A&H 2,073 1, Yr Total 19, ,610 0 Total 3,528 3,709 1,856 2,809 2,516 Source of Surplus Growth Change Change % Chg in Other in in Year AVR Changes C&S C&S , , , , ,508 4, ACCIDENT & HEALTH STATISTICS ($000) Premiums Premiums Loss Exp. Underwriting Year Written Earned Ratio Ratio Results ,297 8, ,745 8, ,439 10, ,734 9, ,919 12, Current Year Experience: Group 12,744 12, Guarant renew INVESTMENT GAINS ($000) Company Realized Unrealized Inv Capital Capital Year Income Gains Gains , , , , ,098 5-Year Total 10, Company -Industry Composite- Inv Inc Inv Return on Total Inv Inc Inv Growth Yield Inv Assets Return Growth Yield Year (%) (%) (%) (%) (%) (%) Yr Avg Yr Total ,194 16, QUALITY OF SURPLUS ($000) Surplus Other Contributed Unassigned Year Notes Debt Capital Surplus ,050 23, ,050 26, ,050 28, ,050 32, ,050 37,134 Year-End Asset Valuation Adjusted Year C&S Reserve C&S , , , , , , , , , ,439 LEVERAGE ANALYSIS Company -Industry Composite- C&S NPW Change C&S to Surplus & Dep in NPW to Surplus Year Liab Relief to Capital & Dep Liab Relief Current BCAR: A.M. Best Company, Oldwick, NJ Printed June 9, Page 4 of 7

5 CEDED REINSURANCE ANALYSIS Company -Industry Composite- Face Affil Unaffil Total Total Amount Reins Reins Reins Surplus Reins Reins Reins Year Reins Ceded Rec/C&S Rec/C&S Rec/C&S Relief Leverage Rec/C&S Leverage ,347, ,494, ,522, ,444, ,796, Liquidity: Amalgamated Life maintains a favorable liquidity level through its holding of over $13.9 million in short-term investments and cash. LIQUIDITY ANALYSIS Company Operating Non-Inv Delnq & Cash Quick Current Grade Bonds Foreclsd Year Flow ($000) Liquidity Liquidity to Capital Mtg to Capital , , , , , Company Industry Composite Mtg & Cred Affil Ten Lns Invest Quick Current Year & RE to Cap to Capital Liquidity Liquidity Investments: An external asset management firm manages Amalgamated Life s high quality, conservative investment portfolio. Bonds, almost entirely investment grade with an average maturity of nearly six years, comprise over Domicile: NY four-fifths of invested assets, with cash and short-term investments almost entirely comprising the remainder. Corporate issues comprise seven-tenths of the bond portfolio, with state and special revenue issues collectively comprising one-fifth. Remaining bonds consist of foreign and U.S. government issues. Corporate issues are concentrated among large, money-center banks and highly-rated life, health and property & casualty insurance companies. The average maturity of the bond portfolio reflects the short-term duration of the company s group life and growing medical stop-loss products. Its modified buy-and-hold investment policy manages the portfolio for the long term, but allows flexibility to liquidate positions if market conditions warrant. INVESTMENT YIELDS Cash & Invest. Short- Real Estate Exp. Year Yield Bonds Stocks Mortgages Term Gross Ratio INVESTMENTS - SECURITIES Current Year Distribution of Bonds By Maturity Years Yrs-Avg Maturity Government Gov t Agencies & Muni Industrial & Misc Total Bonds (000) 71,581 64,798 56,984 49,850 45,409 US Government Foreign Government Foreign - All Other State/Special Revenue - US Industrial & Misc - US Private Issues Public Issues Bond Quality (%) Class Class Class Class Class Class INVESTMENTS - EQUITIES Stocks (000) Unaffiliated Preferred INVESTMENTS - OTHER INVESTED ASSETS Other Inv Assets (000) 14,021 14,111 11,158 10,753 8,147 Cash Short-Term All Other HISTORY Date Incorporated: 09/29/1943 Date Commenced: 02/01/1944 MANAGEMENT Officers: Chairman of the Board, Noel Beasley; President and Chief Executive Officer, David J. Walsh; Executive Vice President and Chief Financial Officer, Paul Mallen; Executive Vice Presidents, Claire Levitt, Richard Rust, John Thornton; Senior Vice President and Chief Information Officer, Raghubar Singh; Senior Vice President and General Counsel, Ellen Dunkin; Senior Vice Presidents, Leslie Bostic, John Dubil, Ann Joo Kim, Arthur Kurek, Victoria Sartor; Vice President and Chief Actuary, Martin Cohen; Vice President, Nina Chakraborty. Directors: Noel Beasley, Harold Bock, Gary Bonadonna, John Fowler, Lynne Fox, Jean Hervey, Julie Kelly, Desmond Massey, David Melman, Homi Patel, Warren Pepicelli, Harris Raynor, Edgar Romney, Richard Rumelt, Steven Thomas, Cristina Vazquez, David J. Walsh, Steven Weiner. REGULATORY An examination of the financial condition was made as of December 31, 2012, by the insurance department of New York. The 2013 annual independent audit of the company was conducted by BDO USA, LLP. The annual statement of actuarial opinion is provided by John D. Ladley, Ladley Actuaries, LLC. Reserve basis: (Current ordinary business): 1980 CSO 4 1/2%; Level and CRVM valuation methods. REINSURANCE Amalgamated Life cedes its group term life and conversion coverage to Swiss Re Life and Health America, Armonk, NY. Group term life and conversion coverage is reinsured with a maximum retention of $100,000. All accidental death and dismemberment coverage is 100% reinsured. The company also maintains catastrophic coverage with Swiss Re Life and Health America. It maintains a reinsurance treaty for medical stop-loss coverage with Navigators Insurance Company, Rye Brook, NY A.M. Best Company, Oldwick, NJ Printed June 9, Page 5 of 7

6 FINANCIAL INFORMATION BALANCE SHEET ($000) - December 31, 2013 Assets Liabilities Total bonds 71,581 + policy reserves 8,501 Contract loans 79 Policy claims 19,043 Cash & short-term inv 13,936 Exp rating refund 1,344 Funds held or dep with reins 3,676 Payable on reins 1,343 deferred tax asset 2,815 Comm taxes expenses 13,666 Prems and consids due 1,327 Asset val reserve 255 Recvble from affiliates 2,782 Funds held coinsur 3,676 Accrued invest income 590 Contingency reserve 4,451 Other assets 3,064 Other liabilities 388 Total liabilities 52,667 Common stock 2,500 Paid in & contrib surpl 7,550 Unassigned surplus 37,134 Assets 99,851 Total 99,851 +Analysis of reserves; Life $7,602; disability active lives $20; miscellaneous reserves $666; accident & health $213. SUMMARY OF OPERATIONS ($000) Premiums: Death benefits 47,150 Ordinary life 1,604 Surrender benefits 159 Group life 50,140 Group conversion 22 Acc & health group 12,411 Acc & health benefits 8,164 Acc & health other 174 Incr life reserves 472 Total premiums 64,329 Incr a & h reserves 15 investment income 2,098 Change in reserves 425 Amort interest maint res -45 Commissions 1,175 Comm & exp reins ceded 23 Comm exp reins assumed 901 Other income 8 Insur taxes lic & fees 1,268 Mgt and/or service fee 68,100 General ins expenses 6,916 Misc operating expense 62,997 Other disbursements 489 Total 134,513 Total 130,153 Gain from operations before FIT & div to policyholders... 4,361 Federal income taxes incurred gain from operations after federal income taxes... 3,528 CASH FLOW ANALYSIS ($000) Funds Provided Funds Applied Gross cash from oper 136,375 Benefits paid 52,995 Long-term bond proceeds 15,468 Comm, taxes, expenses 72,997 Other cash provided 389 Long-term bonds acquired 22,556 Other cash applied 3,386 Incr cash & short-term 298 Total 152,233 Total 152, A.M. Best Company, Oldwick, NJ Printed June 9, Page 6 of 7

7 Why is this Best s Rating Report important to you? A Best s Rating Report from the A.M. Best Company showcases the opinion from the leading provider of insurer ratings of a company s financial strength and ability to meet its obligations to policyholders, as well as its relative credit risk. The A.M. Best Company is the oldest, most experienced rating agency in the world and has been reporting on the financial condition of the insurance companies since A Best s Financial Strength Rating is an independent opinion of an insurer s financial strength and ability to meet its ongoing insurance policy and contract obligations. The Financial Strength Rating opinion addresses the relative ability of an insurer to meet its ongoing insurance policy and contract obligations. The rating is not assigned to specific insurance policies or contracts and does not address any other risk, including, but not limited to, an insurer s claims-payment policies or procedures; the ability of the insurer to dispute or deny claims payment on grounds of misrepresentation or fraud; or any specific liability contractually borne by the policy or contract holder. The rating is not a recommendation to purchase, hold or terminate any insurance policy, contract or any other financial obligation issued by an insurer, nor does it address the suitability of any particular policy or contract for a specific purpose or purchaser. In arriving at a rating decision, A.M. Best relies on third-party audited financial data and/or other information provided to it. While this information is believed to be reliable, A.M. Best does not independently verify the accuracy or reliability of the information. The company information appearing in this pamphlet is an extract from the complete company report prepared by the A.M. Best Company or A.M. Best Europe Rating Services Limited. For the latest Best s Financial Strength Ratings along with their definitions and A.M. Best s Terms of Use, visit the A.M. Best website at You may also obtain AMB Credit Reports by visiting our site or calling our Customer Service department at , ext To expedite your request, please provide the company s identification number (AMB#) A.M. Best Company, Oldwick, NJ Printed June 9, Page 7 of 7

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