PRIMERICA, INC. MANAGEMENT REPORT AND ANALYSIS OF FINANCIAL POSITION AND OPERATING RESULTS. (Form 10-Q)

Management's Discussion and Analysis of Financial Condition and Results of
Operations ("MD&A") is intended to inform the reader about matters affecting the
financial condition and results of operations of Primerica, Inc. (the "Parent
Company") and its subsidiaries (collectively, "we", "us" or the "Company") for
the period from December 31, 2021 to September 30, 2022. As a result, the
following discussion should be read in conjunction with MD&A and the
consolidated financial statements and notes thereto that are included in our
Annual Report on Form 10-K for the year ended December 31, 2021 ("2021 Annual
Report"). This discussion contains forward-looking statements that constitute
our plans, estimates and beliefs. These forward-looking statements involve
numerous risks and uncertainties, including, but not limited to, those discussed
under the heading "Risk Factors" in the 2021 Annual Report and in Item 1A of
this Report. Actual results may differ materially from those contained in any
forward-looking statements.

This management report is divided into the following sections:

Business Overview
•
Business Trends and Conditions
•
Factors Affecting Our Results
•
Critical Accounting Estimates
•
Results of Operations
•
Financial Condition
•
Liquidity and Capital Resources

Company overview

We are a leading provider of financial products to middle-income households in
the United States and Canada primarily through a network of independent
contractor sales representatives ("independent sales representatives" or
"independent sales force"). We assist our clients in meeting their needs for
term life insurance, which we underwrite, and mutual funds, annuities, managed
investments and other financial products, which we distribute primarily on
behalf of third parties. We historically have had two primary operating
segments, Term Life Insurance and Investment and Savings Products, and a third
segment, Corporate and Other Distributed Products. On July 1, 2021, we acquired
80% of e-TeleQuote Insurance, Inc. and subsidiaries (collectively,
"e-TeleQuote") through our subsidiary, Primerica Health, Inc. ("Primerica
Health"). e-TeleQuote markets Medicare-related insurance products underwritten
by third-party health insurance carriers to eligible Medicare participants
through its licensed health insurance agents. Effective July 1, 2022, we
acquired the remaining 20% of Primerica Health, which owns e-TeleQuote, as
described in Note 14 (Acquisition) in the condensed consolidated financial
statements included elsewhere in this report. Beginning July 1, 2021, the
Company has reported the operations of e-TeleQuote as its own operating segment
called Senior Health. e-TeleQuote licensed health insurance agents are employees
of e-TeleQuote.

Term Life Insurance. We distribute the term life insurance products that we
underwrite through our three issuing life insurance company subsidiaries:
Primerica Life Insurance Company ("Primerica Life"), National Benefit Life
Insurance Company ("NBLIC"), and Primerica Life Insurance Company of Canada
("Primerica Life Canada"). Policies remain in-force until the expiration of the
coverage period or until the policyholder ceases to make premium payments. Our
in-force term life insurance policies have level premiums for the stated term
period. As such, the policyholder pays the same amount each year. Initial policy
term periods are between 10 and 35 years. While premiums typically remain level
during the initial term period, our claim obligations generally increase as our
policyholders age. In addition, we incur significant upfront costs in acquiring
new insurance business. Our deferral and amortization of policy acquisition
costs and reserving methodology are designed to match the recognition of premium
revenues with the timing of policy lapses and the payment of expected claims
obligations.

Investment and Savings Products. In the United States, we distribute mutual
funds, managed investments, variable annuity, and fixed annuity products of
several third-party companies. We provide investment advisory and administrative
services for client assets invested in our managed investments program. We also
perform distinct transfer agent recordkeeping services and non-bank custodial
services for investors purchasing certain mutual funds we distribute. In Canada,
we offer mutual funds of other companies and segregated funds, which are
underwritten by Primerica Life Canada.

Senior Health. In the United States, we distribute Medicare-related insurance
products nationwide to eligible Medicare participants and enroll them in
coverage utilizing e-TeleQuote's team of licensed health insurance agents. The
health insurance products we distribute are underwritten and administered by
third-party health insurance carriers and primarily consist of Medicare
Advantage enrollments. Contract acquisition costs are incurred upfront when
policy applications are approved and include costs associated with generating or
acquiring leads as well as fees paid to Primerica Senior Health certified
independent sales representatives and compensation, licensing, and training
costs incurred for e-TeleQuote's workforce of licensed health insurance agents.
We receive compensation from the health insurance carriers in the form of
initial commissions when eligible Medicare participants are enrolled and renewal
commissions, upon the anniversary of the effective date, for as long as policies
remain in-force.

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Corporate and Other Distributed Products. The Corporate and Other Distributed
Products segment consists primarily of revenues and expenses related to other
distributed products, including closed blocks of various insurance products
underwritten by NBLIC, prepaid legal services, mortgage originations, and other
financial products. These products, except for closed blocks of various
insurance products underwritten by NBLIC, are distributed pursuant to
distribution arrangements with third-party companies through the independent
sales force. Net investment income earned on our invested asset portfolio is
recorded in the Corporate and Other Distributed Products segment, with the
exception of the assumed net interest accreted to the Term Life Insurance
segment's future policy benefit reserve liability less deferred acquisition
costs. Interest expense incurred by the Company is attributed solely to the
Corporate and Other Distributed Products segment.

Trade Trends and Conditions

The relative strength and stability of financial markets and economies in the
United States and Canada affect our growth and profitability. Our business is,
and we expect will continue to be, influenced by a number of industry-wide and
product-specific trends and conditions. Economic conditions, including
unemployment levels, consumer confidence and inflation, can impact the
disposable income of middle-income consumers, who are generally our primary
clients, which can influence their investment and spending decisions. These
conditions and factors also impact prospective recruits' perceptions of the
business opportunity that becoming an independent sales representative offers,
which can drive or dampen recruiting. Similarly, these conditions also affect
e-TeleQuote's ability to recruit and retain licensed health insurance agents.
Consumer spending and borrowing levels affect how consumers evaluate their
savings and debt management plans. In addition, interest rates and equity market
returns impact consumer demand for the savings and investment products we
distribute. Our customers' perception of the strength of the capital markets may
influence their decisions to invest in the investment and savings products we
distribute.

The financial and distribution results of our operations in Canada, as reported
in U.S. dollars, are affected by changes in the currency exchange rate. As a
result, changes in the Canadian dollar exchange rate may significantly affect
the result of our business for all amounts translated and reported in U.S.
dollars.

The COVID-19 ("COVID-19") pandemic has continued to impact our business in 2022,
but to a much lesser extent than in 2021, as discussed in more detail later in
this section, the Results of Operations section, and the Financial Condition
section. We are unsure as to the extent COVID-19 will continue to impact our
business as described below:

We have experienced an increase in mortality expense due to premature deaths of
our insureds caused by COVID-19 infections. Since March 2022, we have
experienced fewer COVID-19 related claims than in prior periods. Going forward,
we do not expect significant COVID-19 related death claims.

The COVID-19 pandemic initially led to high levels of persistency and increased
policy sales as a result of strong client sentiment toward owning life insurance
products. However, throughout the second half of 2021 and the first nine months
of 2022, policy sales and persistency trended toward pre-COVID-19 levels. Refer
to the Factors Affecting Our Results section for more information about how
persistency impacts our financial results.

Significant volatility in capital markets during the first nine months of 2022
has also impacted our business. The sharp rise in market interest rates has
resulted in unrealized losses in our investment portfolio. We have not
recognized losses caused by interest rate volatility in the income statement as
we have the ability to hold these investments until maturity or a market price
recovery, and we have no present intention to dispose of them. Significant
declines in capital markets also adversely impacted revenue generated by our
Investment and Savings Products segment.

The effects of business trends and conditions on our quarterly results are discussed below, in the Results of operations section and in the Financial condition section.

Size of independent sales force.

Our ability to increase the size of the independent sales force is largely based
on the success of the independent sales force's recruiting efforts as well as
training and motivating recruits to get licensed to sell life insurance. We
believe that recruitment and licensing levels are important to independent sales
force trends, and growth in recruiting and licensing is usually indicative of
future growth in the overall size of the independent sales force. Changes in the
number of new recruits do not always result in commensurate changes in the size
of the licensed independent sales force because new recruits may obtain the
requisite licenses at rates above or below historical levels.

Details on the new recruits and the activity of independent VRPs are as follows:

                                       Three months ended September 30,     

End of nine months September 30,

                                          2022                2021                 2022                2021
New recruits                               127,788                91,884              282,710          275,802
New life-licensed independent sales
representatives                             12,518                 9,381               34,030           30,326




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The size of the independently licensed life insurance sales force was as follows:

                                                     September 30, 2022       September 30, 2021
Life-licensed independent sales representatives                  134,313                  130,023



The number of new recruits increased during the three months ended September 30,
2022 compared to the same period in 2021. The year-over-year increase was
primarily driven by a combination of excitement generated by our biennial
convention and the offering of special recruiting incentives during July 2022.
Approximately 83,000 individuals were recruited while the special incentives
were in place. The number of new recruits increased during the nine months ended
September 30, 2022 compared to the same period in 2021 due to the same reasons
as described in the three-month comparison but at a lower rate due to COVID-19
related recruiting incentives that were offered during the first half of 2021.

New life-licensed sales representatives increased during the three months ended
September 30, 2022 compared to the same period in 2021 primarily due to elevated
recruiting volume as discussed above. New life-licensed sales representatives
increased during the nine months ended September 30, 2022 compared to the same
period in 2021 as the Company continued to see the benefits of improvements to
the licensing process. These improvements included new licensing
progress-tracking tools and additional in-person licensing classes.

The number of life-licensed independent sales representatives grew to 134,313 as
of September 30, 2022 and reflects recent improvements to the licensing process
and the elevated recruiting volume as discussed above.

Sales of term life insurance products and in-force sum insured.

The average number of life-licensed independent sales representatives and the
number of term life insurance policies issued, as well as the average monthly
rate of new policies issued per life-licensed independent sales representative
(historically between 0.18 and 0.22), were as follows:

                                          Three months ended September 30,  

End of nine months September 30,

                                             2022                   2021                 2022                2021
Average number of life-licensed
independent sales representatives               132,823                130,753              131,187          131,834
Number of new policies issued                    71,104                 75,914              219,374          248,652
Average monthly rate of new policies
issued per life-licensed
  independent sales representative                 0.18                   0.19                 0.19             0.21


New policies issued during the three months ended September 30, 2022 decreased
compared to the same period in 2021 primarily due to softer economic conditions
and a higher cost of living, which impacts middle-income families. New policies
issued during the nine months ended September 30, 2022 normalized compared to
the elevated levels experienced during the comparable period in 2021. New
policies issued during the nine months ended September 30, 2021 reflected
elevated demand for protection products as the COVID-19 pandemic highlighted the
need for protection products.

Productivity during the three and nine months ended September 30, 2022, measured
by the average monthly rate of new policies issued per life-licensed independent
sales representative, was in line with our historical range, although lower than
prior year periods primarily due to the elevated demand for protection products
in 2021 as described above.

The changes in the face amount of our in-force book of term life insurance
policies were as follows:

                                               Three months ended September 30,                                         Nine months ended September 30,
                                               % of beginning                     % of beginning                       % of beginning                     % of beginning
                                 2022              balance            2021            balance             2022             balance            2021            balance
                                                                                         (Dollars in millions)
Face amount in force,
beginning of period           $   914,438                           $ 886,519                          $   903,404                          $ 858,818
Net change in face amount:
Issued face amount                 26,049                    3 %       26,219                   3 %         78,472                   9 %       82,843                  10 %
Terminations                      (21,033 )                 (2 )%     (16,241 )                (2 )%       (60,117 )                (7 )%     (48,187 )                (6 )%
Foreign currency                   (6,669 )                 (1 )%      (2,479 )                 *           (8,974 )                (1 )%         544                   *
Net change in face amount          (1,653 )                  *          7,499                   1 %          9,381                   1 %       35,200                   4 %
Face amount in force, end
of period                     $   912,785                           $ 894,018                          $   912,785                          $ 894,018


* Less than 1%.

The face amount of term life policies in-force decreased for the three months
ended September 30, 2022 primarily driven by movements in the foreign exchange
rate. The U.S. dollar strengthened in relation to the Canadian dollar, which
negatively impacted the translated face amount in force as of September 30,
2022. As a percentage of the beginning face amount in-force, issued face amount,
as well as terminated face amount, during the three months ended September 30,
2022 remained consistent with the comparable 2021 period. In dollar terms,
issued face amount during the three months ended September 30, 2022 was in line
with the

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comparable 2021 period despite a decrease in the number of policies issued due
to higher average issued face amounts. Terminations were higher during the three
months ended September 30, 2022 compared to the comparable 2021 period as
persistency normalized to pre-pandemic levels.

The face amount of term life policies in-force increased 1% for the nine months
ended September 30, 2022 as the level of face amount issued continued to exceed
the face amount terminated. The increase was partially offset by movement in the
foreign exchange rate as discussed in the three-month comparison above. As a
percentage of the beginning face amount in-force, issued face amount, as well as
terminated face amount, during the nine months ended September 30, 2022 remained
consistent with the three-month comparison as discussed above. In dollar terms,
issued face amount during the nine months ended September 30, 2022 decreased
versus the comparable 2021 period albeit at a lower rate than the decrease in
the number of policies issued due to higher average issued face amounts.
Terminations were higher during the nine months ended September 30, 2022
compared to the same 2021 period as persistency normalized to pre-pandemic
levels.

Sales of investment and savings products, asset values ​​and accounts/positions.

Sales of investment and savings products and the average value of client assets are as follows:

                            Three months ended                                     Nine months ended
                               September 30,                 Change                  September 30,                Change
                           2022            2021           $           %          2022            2021           $          %
                                                                 (Dollars in millions)
Product sales:
U.S. Retail mutual
funds                    $     932       $   1,248     $   (316 )     (25 )%   $   3,382       $   3,846     $  (464 )     (12 )%
Canada retail mutual
funds - with upfront
sales commissions              112             315         (203 )     (64 )%         801           1,096        (295 )     (27 )%
Annuities and other            598             721         (123 )     (17 )%       2,012           2,233        (221 )     (10 )%
Total sales-based
revenue generating
product sales                1,642           2,284         (642 )     (28 )%       6,195           7,175        (980 )     (14 )%
Managed investments            320             387          (67 )     (17 )%       1,225           1,099         126        11 %
Canada retail mutual
funds - no upfront
sales commissions              158              76           82       108 %          160             239         (79 )     (33 )%
Segregated funds                42              44           (2 )      (5 )%         338             171         167        98 %
Total product sales      $   2,162       $   2,791     $   (629 )     (23 )%   $   7,918       $   8,684     $  (766 )      (9 )%
Average client asset
values:
Retail mutual funds      $  51,171       $  57,780     $ (6,609 )     (11 )%   $  54,709       $  54,954     $  (245 )       *
Annuities and other         22,965          25,778       (2,813 )     (11 )%      24,314          24,886        (572 )      (2 )%
Managed investments          6,817           6,362          455         7 %        6,951           5,857       1,094        19 %
Segregated funds             2,368           2,732         (364 )     (13 )%       2,532           2,688        (156 )      (6 )%
Total average client
asset values             $  83,321       $  92,652     $ (9,331 )     (10 )%   $  88,506       $  88,385     $   121         *


* Less than 1%.

The rollforward of asset values ​​in accounts receivable was as follows:

                                                      Three months ended September 30,                                                   Nine months ended September 30,
                                                                                                                                   % of beginning
                              2022          % of beginning balance        2021         % of beginning balance        2022              balance           2021         % of beginning balance
                                                                                                   (Dollars in millions)
Asset values, beginning
of period                   $  82,291                                   $ 91,735                                   $  97,312                           $ 81,533
Net change in asset
values:
Inflows                         2,161                 3 %                  2,791                 3 %                   7,916             8 %              8,684                11 %
Redemptions                    (1,447 )              (2 )%                (1,756 )              (2 )%                 (5,144 )          (5 )%            (5,341 )              (7 )%
Net flows                         714                 1 %                  1,035                 1 %                   2,772             3 %              3,343                 4 %
Change in fair value, net      (3,466 )              (4 )%                  (681 )              (1 )%                (20,243 )         (21 )%             6,840                 8 %
Foreign currency, net            (802 )              (1 )%                  (323 )               *                    (1,104 )          (1 )%                50                 *
Net change in asset
values                         (3,554 )              (4 )%                    31                 *                   (18,575 )         (19 )%            10,233                13 %
Asset values, end of
period                      $  78,737                                   $ 91,766                                   $  78,737                           $ 91,766


* Less than 1%.

The average number of fee-generating positions was as follows:

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                          Three months ended September                              Nine months ended September
                                      30,                         Change                        30,                         Change
                            2022               2021         Positions       %         2022               2021         Positions       %
                                                                     (Positions in thousands)
Average number of
fee-generating
  positions (1):
Recordkeeping and
custodial                     2,295              2,192             103        5 %       2,272              2,155             117        5 %
Recordkeeping only              820                762              58        8 %         810                739              71       10 %
Total average number of
fee-
  generating positions        3,115              2,954             161        5 %       3,082              2,894             188        7 %


(1)
We receive recordkeeping fees by mutual fund positions. An individual client
account may include multiple mutual fund positions. We may also receive fees,
which are earned on a per account basis, for custodial services that we provide
to clients with retirement plan accounts that hold positions in these mutual
funds.

Changes in investment and savings product sales, asset values ​​and accounts/positions during the quarter ended September 30, 2022

Product sales. Investment and savings products sales decreased during the three
months ended September 30, 2022 compared to the three months ended September 30,
2021 led by lower sales of retail mutual funds and variable annuities as
investor demand deteriorated in response to negative equity market conditions
during 2022.

Average client asset values. Average client asset values decreased for the three
months ended September 30, 2022 compared to the three months ended September 30,
2021 primarily due to negative equity market conditions during 2022.

Rollforward of client asset values. Ending client asset values decreased during
the three months ended September 30, 2022 compared to an increase in the three
months ended September 30, 2021 primarily due to negative market performance
during the 2022 period. Net flows remained positive in the three months ended
September 30, 2022, albeit to a lesser extent than in the comparable 2021
period.

Average number of fee-generating positions. The average number of fee-generating
positions increased during the three months ended September 30, 2022 compared to
the three months ended September 30, 2021 primarily due to the cumulative effect
of retail mutual fund sales in recent periods that led to an increase in the
number of retail mutual fund positions serviced on our transfer agent
recordkeeping platform.

Changes in sales of investment and savings products, asset values ​​and accounts/positions during the nine months ended September 30, 2022

Product sales. Investment and savings products sales decreased during the nine
months ended September 30, 2022 compared to the nine months ended September 30,
2021 led by lower sales of retail mutual funds and variable annuities as
investor demand during the second and third quarters of 2022 deteriorated in
response to negative market conditions.

Average client asset values. Average client asset values increased slightly for
the nine months ended September 30, 2022 compared to the nine months ended
September 30, 2021 primarily due to the impact of elevated market values of
client assets at the beginning of 2022. Continued positive net flows during 2022
also contributed to the increase in average client asset values, which was
partially offset by negative market performance.

Rollforward of client asset values. Ending client asset values decreased during
the nine months ended September 30, 2022 compared to an increase in the nine
months ended September 30, 2021 primarily due to negative market performance
during the 2022 period compared to strong market performance in the comparable
2021 period. Net flows remained positive in the nine months ended September 30,
2022, albeit to a lesser extent than in the comparable 2021 period.

Average number of fee-generating positions. The average number of fee-generating
positions increased during the nine months ended September 30, 2022 compared to
the nine months ended September 30, 2021 primarily due to the same factors
described in the three-month comparison.

Senior Health Key Performance Indicators.

Policies Submitted and Policies Approved

Submitted policies. Submitted policies represents the number of completed
applications that, with respect to each such application, the applicant has
authorized e-TeleQuote to submit to the health insurance carrier. The applicant
may need to take additional actions, including providing subsequent information,
before the application is reviewed by the health insurance carrier.

Approved policies. Approved policies represent an estimate of submitted policies
approved by the health insurance carriers for the identified product during the
indicated period. Not all approved policies will go in force. In general, the
relationship between submitted policies and approved policies has been
seasonally consistent over time. Therefore, factors impacting the number of
submitted policies generally impact the number of approved policies.

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Number of Elder health the policies submitted and the policies approved were as follows:

                                         Three months ended September 30,   

End of nine months September 30,

                                            2022                  2021              2022             2021 (1)
Number of Senior Health submitted
policies                                        16,095                20,867         61,978                20,867
Number of Senior Health approved
policies                                        14,862                18,276         56,381                18,276


(1)

Reflects only three months of activity since the acquisition of e-TeleQuote took place on July 1, 2021.

The Senior Health segment experiences notable seasonality with the strongest
demand occurring in the fourth quarter due to the Medicare Annual Election
Period ("AEP") from October 15th to December 7th. The business typically
experiences strong demand in the first quarter due to the Medicare Open
Enrollment Period ("OEP") from January 1st to March 31st, which allows
individuals to switch Medicare Advantage plans. Meanwhile, the second and third
quarters experience seasonally lower demand as the focus for submitted policies
is limited to participants that are dual eligible (Medicare and Medicaid),
qualify for a special enrollment period, recently aged into Medicare or are
transitioning to Medicare from an employer-sponsored plan, and other less common
situations.

During the three and nine months ended September 30, 2022, the volume of
submitted and approved policies reflects the Company's efforts to scale back
growth in favor of developing more efficient lead procurement and limiting the
number of agents. The nine month comparison is also impacted by the timing of
the acquisition of e-TeleQuote on July 1, 2021. The 2022 period includes nine
months of submitted and approved policies compared to only three months for the
2021 period. Approved policies as a percentage of submitted policies increased
during the 2022 periods as a result of the lead procurement efforts mentioned
above.

Health policies for senior executives provided by Primerica’s Independent Sales Representatives

Primerica independent sales representatives are eligible to refer Medicare
participants to e-TeleQuote licensed agents for potential enrollment in policies
distributed by e-TeleQuote after completion of a brief certification course
offered by Primerica. At September 30, 2022, there were 83,280 Primerica
independent sales representatives certified to refer participants for enrollment
in Senior Health policies.

The number of policies submitted by e-TeleQuote from Primerica Independent Sales Representatives measures the number of Elder health policies submitted by e-TeleQuote to its third-party health insurance carriers that originate from Primerica’s independent sales force.

                                          Three months ended September 30,  

End of nine months September 30,

                                              2022                    2021             2022              2021 (1)
Submitted policies sourced by
Primerica independent sales
representatives                                     1,016                  319           2,835                  319


(1)

Reflects only three months of activity since the acquisition of e-TeleQuote took place on July 1, 2021.

For the three and nine months ended September 30, 2022, the number of submitted
policies sourced by Primerica Senior Health certified independent sales
representatives increased compared to the same periods in 2021 primarily due to
the timing of the acquisition of e-TeleQuote on July 1, 2021. The 2022 period
includes nine months of submitted policies sourced by Primerica independent
sales representatives compared to only three months for the 2021 period. In
addition, the three months ended September 30, 2021 represents the initial
launch of the Primerica referral program, which occurred toward the end of the
quarter.

Lifetime value of commissions and contract acquisition costs

Lifetime value of commissions ("LTV"). LTV represents the cumulative total of
commissions and administrative fees estimated to be collected over the expected
life of a policy for policies approved during the period. For more information
on LTV, refer to Note 13 (Revenue from Contracts with Customers) of our
consolidated financial statements within our 2021 Annual Report and the Factors
Affecting our Results - Senior Health Segment section of MD&A included elsewhere
in this report.

Contract acquisition costs ("CAC"). CAC represents the total direct costs
incurred to acquire approved policies. CAC are primarily comprised of the costs
associated with acquiring leads from third parties and internally generated
leads including fees paid to Primerica Senior Health certified independent sales
representatives as well as compensation, licensing, and training costs
associated with our team of e-TeleQuote licensed health insurance agents. The
number of e-TeleQuote licensed health insurance agents, agent tenure, attrition
rate and productivity all impact CAC. Other than costs incurred to assist
beneficiaries with switching plans within the same carrier, we incur the entire
cost of approved policies prior to enrollment and prior to receiving our first
commission-related payment.

Per-policy metrics for LTV and CAC measure our ability to distribute profitably Elder health insurance products.

The LTV per approved policy, CAC per approved policy and LTV to CAC ratio per approved policy were as follows:

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                                                Three months ended September 30,              Nine months ended September 30,
                                                 2022                    2021                  2022                  2021 (1)
LTV per approved policy during the period   $          868                     1,180      $          850                    1,180
CAC per approved policy during the period   $          905                     1,287      $          949                    1,287
LTV/CAC per approved policy                           0.96                      0.91                0.90                     0.91


(1)

Reflects only three months of activity since the acquisition of e-TeleQuote took place on July 1, 2021.

LTV per approved policy reflects current estimates for renewal rates, policy
retention and chargeback activity taking into consideration the most recent
experience through September 30, 2022. The Company saw lower renewal retention
rates during 2022 compared to historical experience due to an increased
propensity of consumers to consider changing plans and increased plan offerings
by carriers. This experience led to lower LTV per approved policy during the
three months ended September 30, 2022 compared to the three months ended
September 30, 2021.

CAC per approved policy for the three months ended September 30, 2022 reflects
selective procurement of leads and a deliberate approach in limiting agent
count. This led to a decrease in CAC per approved policy for the three months
ended September 30, 2022 as compared with the three months ended September 30,
2021.

LTV and CAC per approved policy for the nine months ended September 30, 2022
compared to the same period in 2021 exhibited the same trends as the three-month
comparison even though the nine-month period ended September 30, 2021 only
reflects activity since the July 1, 2021 acquisition date.

Other Trade Trends and Conditions.

Worker classification standards. There has been a trend toward administrative
and legislative activity around worker classification. For example, in January
2021, the Department of Labor ("DOL") under the prior presidential
administration issued a rulemaking interpreting the "economic realities" worker
classification standard applicable to the Fair Labor Standards Act ("FSLA"). In
October 2022, the DOL under the current presidential administration proposed a
new rule that would rescind the 2021 rule and replace it with its own
interpretation of the "economic realities" standard under the FSLA. Other
federal and state legislative and regulatory proposals regarding worker
classification have also come under consideration. It is difficult to predict
what the outcome of worker classification activity may be. Changes to worker
classification laws could impact our business as sales representatives (other
than those hired by e-TeleQuote) are independent contractors.

Restrictions on compensation models in Canada. The organization of provincial
and territorial securities regulators (collectively referred to as the "Canadian
Securities Administrators" or "CSA") published final rule amendments to prohibit
upfront sales commissions by fund companies for the sale of mutual funds offered
under a prospectus in Canada ("DSC Ban"). The final amendments became effective
on June 1, 2022. These rules have resulted in changes in compensation
arrangements with both the fund companies that offer the mutual fund products we
distribute and sales representatives. In particular, we have entered into
agreements with two third-party mutual fund companies to develop and offer a
broad range of funds being sold exclusively by our independent sales
representatives. These agreements provide for the payment to us of asset-based
revenue by the mutual fund companies. We also earn revenue through an
asset-based fee charged to clients. As part of our new model (the "Principal
Distributor model") we are funding an advance of compensation at the time of
sale to our independent sales representatives, taken at their option, to
partially replace upfront sales commission cash flow from fund companies paid
under the deferred sales charge compensation model. We expect that these changes
to our mutual fund model will have the impact of initially decreasing our
pre-tax operating income in the short term due to the elimination of upfront
commissions. Over the long term, we expect pre-tax operating income to recover
through the collection of asset-based commissions over time. We began offering
our new Principal Distributor model on July 6, 2022. Although we received the
requisite approval to do so, the CSA has indicated that it intends to closely
examine the model, including potentially through a public consultation on sales
practices, and may require undertakings or consider future amendments that would
require modifications to the model, including with respect to its advance and
chargeback features. At this time we cannot quantify the financial impact, if
any, of any changes to our business that may be necessary in order to comply if
our Principal Distributor model is required to be modified or discontinued.
During the nine months ended September 30, 2022, Canadian mutual funds
represented approximately 14% of our total investment and savings product sales
and approximately 13% of our average client asset values.

In an announcement February 10, 2022, and in line with the DSC Ban for the sale
of mutual funds, the organization of provincial and territorial insurance
regulators (collectively referred to as the "Canadian Council of Insurance
Regulators") urged insurers to refrain from new deferred sale charge sales in
segregated fund contracts beginning June 1, 2022, and expect a transition to a
cessation of such sales by June 1, 2023. In addition, on September 8, 2022, the
Canadian Council of Insurance Regulators issued a discussion paper for
consultation to consider other changes to upfront compensation, including
advance compensation and chargeback features such as those used in our Principal
Distributor model. We expect that changes, if any, to segregated funds
compensation practice, will also be adopted by securities regulators which may
impact our Principal Distributor model. Currently, our Canadian segregated fund
products are primarily sold on a deferred sales charge basis and we pay upfront
commissions to the independent agents for the sale of these products. At this
time, we are unable to assess the impact of any such reforms to our operations
and income. During the nine months

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ended September 30, 2022, Canadian segregated funds represented approximately 2%
of our total investment and savings product sales and approximately 3% of our
average client asset values.

Factors Affecting Our Results

Refer to the Trends and Business Conditions section for a discussion of the potential impact to our business from the COVID-19 pandemic.

Term life insurance segment. term life insurance segment results are primarily determined by sales volumes, the degree to which actual experience matches our pricing assumptions, the terms and use of reinsurance, and expenses.

Sales and policies in-force. Sales of term policies and the size and
characteristics of our in-force book of policies are vital to our results over
the long term. Premium revenue is recognized as it is earned over the term of
the policy, and eligible acquisition expenses are deferred and amortized ratably
with the level premiums of the underlying policies. However, because we incur
significant cash outflows at or about the time policies are issued, including
the payment of sales commissions and underwriting costs, changes in life
insurance sales volume in a period will have a more immediate impact on our cash
flows than on revenue and expense recognition in that period.

Historically, we have found that while sales volume of term life insurance
products between fiscal periods may vary based on a variety of factors, the
productivity of sales representatives generally remains within a range (i.e., an
average monthly rate of new policies issued per life-licensed independent sales
representative between 0.18 and 0.22). The volume of term life insurance
products sales will fluctuate in the short term, but over the longer term, our
sales volume generally correlates to the size of the independent sales force.

Pricing assumptions. Our pricing methodology is intended to provide us with
appropriate profit margins for the risks we assume. We determine pricing
classifications based on the coverage sought, such as the size and term of the
policy, and certain policyholder attributes, such as age and health. In
addition, we generally utilize unisex rates for term life insurance policies.
The pricing assumptions that underlie our rates are based upon our best
estimates of mortality, persistency, disability, and interest rates at the time
of issuance, sales force commission rates, issue and underwriting expenses,
operating expenses and the characteristics of the insureds, including the
distribution of sex, age, underwriting class, product and amount of coverage.
Our results will be affected to the extent there is a variance between our
pricing assumptions and actual experience.

Persistency. Persistency is a measure of how long our insurance policies stay
in-force. As a general matter, persistency that is lower than our pricing
assumptions adversely affects our results over the long term because we lose the
recurring revenue stream associated with the policies that lapse. Determining
the near-term effects of changes in persistency is more complicated. When actual
persistency is lower than our pricing assumptions, we must accelerate the
amortization of deferred policy acquisition costs ("DAC"). The resultant
increase in amortization expense is offset by a corresponding release of
reserves associated with lapsed policies, which causes a reduction in benefits
and claims expense. The future policy benefit reserves associated with any given
policy will change over the term of such policy. As a general matter, future
policy benefit reserves are lowest at the inception of a policy term and rise
steadily to a peak before declining to zero at the expiration of the policy
term. Accordingly, depending on when the lapse occurs in relation to the overall
policy term, the reduction in benefits and claims expense may be greater or less
than the increase in amortization expense, and, consequently, the effects on
earnings for a given period could be positive or negative. Persistency levels
will impact results to the extent actual experience deviates from the
persistency assumptions that are locked-in at time of issue.
•
Mortality. Our profitability will fluctuate to the extent actual mortality rates
differ from the assumptions that are locked-in at time of issue. We mitigate a
significant portion of our mortality exposure through reinsurance.
•
Disability. Our profitability will fluctuate to the extent actual disability
rates, including recovery rates for individuals currently disabled, differ from
the assumptions that are locked-in at the time of issue or time of disability.
•
Interest Rates. We use an assumption for future interest rates that initially
reflects the portfolio's current reinvestment rate gradually increasing over
seven years to a level consistent with our expectation of future yield growth.
Both DAC and the future policy benefit reserve liability increase with the
assumed interest rate. Since DAC is higher than the future policy benefit
reserve liability in the early years of a policy, a lower assumed interest rate
generally will result in lower profits. In the later years, when the future
policy benefit reserve liability is higher than DAC, a lower assumed interest
rate generally will result in higher profits. These assumed interest rates,
which like other pricing assumptions are locked-in at issue, impact the timing
but not the aggregate amount of DAC and future policy benefit reserve changes.
We allocate net investment income generated by the investment portfolio to the
Term Life Insurance segment in an amount equal to the assumed net interest
accreted to the segment's U.S. generally accepted accounting principles ("U.S.
GAAP")-measured future policy benefit reserve liability less DAC. All remaining
net investment income, and therefore the impact of actual interest rates, is
attributed to the Corporate and Other Distributed Products segment.

Reinsurance. We use reinsurance extensively, which has a significant effect on
our results of operations. We have generally reinsured between 80% and 90% of
the mortality risk on term life insurance (excluding coverage under certain
riders) on a quota share yearly renewable term ("YRT") basis. To the extent
actual mortality experience is more or less favorable than the contractual rate,
the

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reinsurer will earn incremental profits or bear the incremental cost, as
applicable. In contrast to coinsurance, which is intended to eliminate all risks
(other than counterparty risk of the reinsurer) and rewards associated with a
specified percentage of the block of policies subject to the reinsurance
arrangement, the YRT reinsurance arrangements we enter into are intended only to
reduce volatility associated with variances between estimated and actual
mortality rates.

In 2010, as part of our corporate reorganization and the initial public offering
of our common stock, we entered into significant coinsurance transactions (the
"IPO coinsurance transactions") with entities then affiliated with Citigroup,
Inc. (collectively, the "IPO coinsurers") and ceded between 80% and 90% of the
risks and rewards of term life insurance policies that were in-force at year-end
2009. We administer all such policies subject to these coinsurance agreements.
Policies reaching the end of their initial level term period are no longer ceded
under the IPO coinsurance transactions.

The impact of our reinsurance agreements on ceded premiums and benefits and expenses on our statements of earnings is as follows:

Ceded premiums. Ceded premiums are the premiums we pay to reinsurers. These
amounts are deducted from the direct premiums we earn to calculate our net
premium revenues. Similar to direct premium revenues, ceded coinsurance premiums
remain level over the initial term of the insurance policy. Ceded YRT premiums
increase over the period that the policy has been in-force. Accordingly, ceded
YRT premiums generally constitute an increasing percentage of direct premiums
over the policy term.
•
Benefits and claims. Benefits and claims include incurred claim amounts and
changes in future policy benefit reserves. Reinsurance reduces incurred claims
in direct proportion to the percentage ceded. Coinsurance also reduces the
change in future policy benefit reserves in direct proportion to the percentage
ceded, while YRT reinsurance does not significantly impact the change in these
reserves.
•
Amortization of DAC. DAC, and therefore amortization of DAC, is reduced on a
pro-rata basis for the coinsured business, including the business reinsured with
the IPO coinsurers. There is no impact on amortization of DAC associated with
our YRT contracts.
•
Insurance expenses. Insurance expenses are reduced by the allowances received
from coinsurance. There is no impact on insurance expenses associated with our
YRT contracts.

We may alter our reinsurance practices at any time due to the unavailability of
YRT reinsurance at attractive rates or the availability of alternatives to
reduce our risk exposure. We presently intend to continue ceding approximately
90% of our U.S. and Canadian mortality risk on new business.

Expenses. Results are also impacted by changes in levels of customer acquisition, maintenance and administration expenses.

Investment and Savings Products Segment. The Investment and Savings Products
segment results are primarily driven by sales, the value of assets in client
accounts for which we earn ongoing management, marketing and support, and
distribution fees, and the number of transfer agent recordkeeping positions and
non-bank custodial fee-generating accounts we administer.

Sales. We earn commissions and fees, such as dealer re-allowances and marketing
and distribution fees, based on sales of mutual fund products and annuities in
the United States and sales of certain mutual fund products in Canada. Sales of
investment and savings products are influenced by the overall demand for
investment products in the United States and Canada, as well as by the size and
productivity of the independent sales force. We generally experience seasonality
in the Investment and Savings Products segment results due to our high
concentration of sales of retirement account products. These accounts are
typically funded in February through April, coincident with our clients' tax
return preparation season. While we believe the size of the independent sales
force is a factor in driving sales volume in this segment, there are a number of
other variables, such as economic and market conditions, which may have a
significantly greater effect on sales volume in any given fiscal period.

Asset values in client accounts. We earn marketing and distribution fees (trail
commissions or, with respect to U.S. mutual funds, 12b-1 fees) on mutual fund
and annuity assets in the United States and Canada. In the United States, we
also earn investment advisory and administrative fees on assets in managed
investments. In Canada, we earn marketing, distribution, and shareholder
services fees on mutual fund assets for which we serve as the principal
distributor and on the segregated funds for which we serve as investment
manager. Asset values are influenced by new product sales, ongoing contributions
to existing accounts, redemptions and the change in market values in existing
accounts. While we offer a wide variety of asset classes and investment styles,
our clients' accounts are primarily invested in equity funds.

Positions. We earn transfer agent recordkeeping fees for administrative
functions we perform on behalf of several of our mutual fund providers. An
individual client account may include multiple fund positions for which we earn
transfer agent recordkeeping fees. We may also receive fees earned for non-bank
custodial services that we provide to clients with retirement plan accounts.

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Sales mix. While investment and savings products all provide similar long-term
economic returns to the Company, our results in a given fiscal period will be
affected by changes in the overall mix of products within these categories.
Examples of changes in the sales mix that influence our results include the
following:

sales of annuity products in the United States will generate higher revenues in
the period such sales occur than sales of other investment products that either
generate lower upfront revenues or, in the case of managed investments and
segregated funds, no upfront revenues;
•
sales of a higher proportion of managed investments, Canadian mutual funds, and
segregated funds products will spread the revenues generated over time because
we earn higher revenues based on assets under management for these accounts each
period as opposed to earning upfront revenues based on product sales; and
•
sales of a higher proportion of mutual fund products sold will impact the timing
and amount of revenue we earn given the distinct transfer agent recordkeeping
and non-bank custodial services we provide for certain mutual fund products we
distribute.

Senior Health Segment. The Senior Health segment results are primarily driven by
approved policies, LTV per approved policy and tail revenue adjustments, CAC per
approved policy, and other revenue.

Approved policies. Approved policies represent submitted policies approved by
health insurance carriers for the identified product during the indicated
period. Not all approved policies will go in force. In general, the relationship
between submitted policies and approved policies has been consistent over time.
Therefore, factors impacting the number of submitted policies generally impact
the number of approved policies. Revenue is primarily generated from approved
policies and LTVs are recorded when the enrollment is approved by the applicable
health insurance carrier. Medicare Advantage plans make up the substantial
portion of the approved policies we distribute. The number of approved policies
are influenced by the following:

the size and growth of the senior population United States;

the appeal of government-funded Medicare Advantage plans that provide privately
administered healthcare coverage with enhanced benefits relative to original
Medicare;
•
our ability to generate and obtain leads for our team of e-TeleQuote licensed
health insurance agents;
•
our ability to staff and train our team of e-TeleQuote licensed health insurance
agents to manage leads and help eligible Medicare participants through the
enrollment process;
•
our ability to retain Medicare participants in a competitive environment in
which participants are actively comparing plans and carriers; and
•
our health insurance carrier relationships that allow us to offer plans that
most appropriately meet eligible Medicare participants' needs.

LTV per approved policy and tail revenue adjustments. When a policy is approved
by the health insurance carrier, commission revenue is recognized based on an
estimated LTV per approved policy. LTV per approved policy is the cumulative
total of commissions estimated to be collected over the expected life of a
policy, subject to constraints applied in accordance with our revenue
recognition policy. Specifically, LTV per approved policy is equal to the sum of
the initial commissions, less an estimate of chargebacks for paid policies that
are disenrolled in the first policy year, plus forecasted renewal commissions.
This estimate is driven by a number of factors including, but not limited to,
contracted commission rates from carriers, expected policy turnover, emerging
chargeback activity and applied constraints. These factors may result in varying
values from period to period.

We recognize adjustments to revenue outside of LTV for approved policies from
prior periods when our cash collections are, or are expected to be, different
from the estimated constrained LTVs, which we refer to as tail revenue
adjustments. The recognition of tail revenue adjustments results from a change
in the estimate of expected cash collections when actual cash collections or
communicated rate increases have indicated a trend that is different from the
estimated constrained LTV. Tail revenue adjustments can be positive or negative
and we recognize positive adjustments to revenue when we do not believe it is
probable that a significant reversal of cumulative revenue will occur.

CAC per approved policy. Results are also driven by the costs of acquisition,
which is defined as the total direct costs incurred per approved policy. Our
costs of acquisition are primarily comprised of the cost to generate and acquire
leads and the labor, benefits, bonus compensation and training costs associated
with our team of e-TeleQuote licensed health insurance agents. Other than costs
incurred to assist beneficiaries with switching plans within the same carrier,
we incur our entire cost of approved policies prior to enrollment and prior to
receiving our first commission related payment. Factors that impact our costs of
acquisition per approved policy include:

the market price of externally-generated leads;
•
our ability to efficiently procure internally-generated leads; and
•
the productivity of our e-TeleQuote licensed health insurance agents in
converting procured leads into approved policies.


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Other revenue. Other revenue recognized in the Senior Health segment includes
marketing development revenues received for providing marketing services to
certain health insurance carriers. Marketing development revenue provides
additional revenue to deliver approved policies and are based on meeting
agreed-upon objectives with certain health insurance carriers. Marketing
development revenue serves to offset contract acquisition costs associated with
distribution of approved policies. Agreements for marketing development revenue
are generally short-term in nature and can vary from period to period.

Corporate and Other Distributed Products Segment. We earn revenues and pay
commissions and referral fees within the Corporate and Other Distributed
Products segment for mortgage loan originations, prepaid legal services, auto
and homeowners' insurance referrals, and other financial products, all of which
are originated by third parties. The Corporate and Other Distributed Products
segment also includes in-force policies from several discontinued lines of
insurance underwritten by National Benefit Life Insurance Company ("NBLIC").

Corporate and Other Distributed Products segment net investment income reflects
actual net investment income recognized by the Company less the amount allocated
to the Term Life Insurance segment based on the assumed net interest accreted to
the segment's U.S. GAAP-measured future policy benefit reserve liability less
DAC. Actual net investment income reflected in the Corporate and Other
Distributed Products segment is impacted by the size and performance of our
invested asset portfolio, which can be influenced by interest rates, credit
spreads, and the mix of invested assets.

The Corporate and Other Distributed Products segment also includes corporate
income and expenses not allocated to our other segments, general and
administrative expenses (other than expenses that are allocated to the Term Life
Insurance or Investment and Savings Products segments), interest expense on
notes payable, redundant reserve financing transactions and our Revolving Credit
Facility, as well as realized gains and losses on our invested asset portfolio.

Capital Structure. Our financial results are affected by our capital structure,
which includes our senior unsecured notes (the "Senior Notes"), redundant
reserve financing transactions, our Revolving Credit Facility, and our common
stock. See Note 7 (Stockholders' Equity), Note 10 (Commitments and Contingent
Liabilities), and Note 12 (Debt) to our unaudited condensed consolidated
financial statements included elsewhere in this report for more information on
changes in our capital structure.

Foreign Currency. The Canadian dollar is the functional currency for our
Canadian subsidiaries and our consolidated financial results, reported in U.S.
dollars, are affected by changes in the currency exchange rate. As such, the
translated amount of revenues, expenses, assets and liabilities attributable to
our Canadian subsidiaries will be higher or lower in periods where the Canadian
dollar appreciates or weakens relative to the U.S. dollar, respectively. See
Item 7A. Quantitative and Qualitative Disclosures About Market Risk - Canadian
Currency Risk included in our 2021 Annual Report and Note 2 (Segment and
Geographical Information) to our unaudited condensed consolidated financial
statements included elsewhere in this report for more information on our
Canadian subsidiaries and the impact of foreign currency on our financial
results.

Critical accounting estimates

We prepare our financial statements in accordance with U.S. GAAP. These
principles are established primarily by the Financial Accounting Standards
Board. The preparation of financial statements in conformity with U.S. GAAP
requires us to make estimates and assumptions based on currently available
information when recording transactions resulting from business operations. Our
significant accounting policies are described in Note 1 (Description of
Business, Basis of Presentation, and Summary of Significant Accounting Policies)
to our consolidated financial statements included in our 2021 Annual Report. The
most significant items on our unaudited condensed consolidated balance sheets
are based on fair value determinations, accounting estimates and actuarial
determinations, which are susceptible to changes in future periods and could
affect our results of operations and financial position.

The estimates that we deem to be most critical to an understanding of our
results of operations and financial position are those related to DAC, future
policy benefit reserves and corresponding amounts recoverable from reinsurers,
income taxes, renewal commissions receivable, goodwill and the valuation of
investments. The preparation and evaluation of these critical accounting
estimates involve the use of various assumptions developed from management's
analyses and judgments. Subsequent experience or use of other assumptions could
produce significantly different results.

Changes in accounting policy.

In the three and nine months ended September 30, 2022we have made the following updates for items that we have identified as critical accounting estimates.

Goodwill represents the excess of the purchase price over the estimated acquired
values of identifiable assets and liabilities acquired in a business combination
at the acquisition date. In accordance with U.S. GAAP, goodwill is not
amortized. The Company tests goodwill for impairment annually on July 1 and
whenever events occur or circumstances change that would indicate the carrying
value of goodwill may be impaired. All of the Company's goodwill was obtained
from the e-TeleQuote acquisition and the e-TeleQuote business has been
designated as a separate operating segment called Senior Health. Therefore,
goodwill has been allocated

                                       39
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only at the Elder health segment and is subject to an impairment test at
Elder health at the segment level, which is also defined as the reporting unit.

During the annual impairment test as of July 1, 2022, the Company performed a
quantitative impairment analysis using the income approach. We utilized an
income approach by preparing a discounted cash flow analysis to determine the
reporting unit's fair value. The discounted cash flow analysis included key
assumptions such as the weighted average cost of capital ("WACC"), long-term
growth rate and projected operating results such as approved policies, LTVs,
contract acquisition costs, operating expenses, collections of renewal
commissions receivable, and utilization of net operating losses for income tax
purposes. We did not utilize a market approach as part of the quantitative
impairment analysis as we believe management's expectations of the cash flow
generated by the reporting unit were more relevant in determining fair value
given inherent limitations in the credibility of available peer company data.
The measurement of the reporting unit's fair value is classified as a Level 3
fair value measurement given the significance of the unobservable inputs such as
forecasted operating results and discount rates.

After the fair value of the reporting unit was determined, the Company
calculated its carrying value by taking the reporting unit's assets minus its
liabilities. The carrying value of the reporting unit was then compared to its
fair value to determine the extent of any goodwill impairment. Based on this
analysis, we recognized a non-cash goodwill impairment charge of $60.0 million
during the three months ended September 30, 2022, which represents the excess of
the Senior Health reporting unit's carrying value over its estimated fair value
at July 1, 2022. The goodwill impairment charge recognized did not impact the
Company's income tax expense as the goodwill acquired from the e-TeleQuote
acquisition does not have any tax basis. The decline in the reporting unit's
fair value below its carrying value was primarily attributable to an increase in
the market-based WACC used to discount the forecasted cash flows. The increase
in the WACC was driven by recent increases in the equity market risk premium and
higher interest rates. The determination of whether the carrying value of the
reporting unit exceeds its fair value involves a high degree of estimation and
can be affected by a number of industry and company-specific risk factors that
are subject to change over time.

For more information on our critical accounting estimates, see the Critical Accounting Estimates section of the MD&A included in our 2021 Annual Report.

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Operating results

Primerica, Inc. and Subsidiaries Results. Our results of operations were as
follows:

                                  Three months ended September 30,                Change               Nine months ended September 30,               Change
                                     2022                   2021               $           %               2022                 2021              $            %
                                                                                  (Dollars in thousands)
Revenues:
Direct premiums                $        810,079       $        785,277     $  24,802          3 %    $      2,417,639       $   2,327,804     $   89,835         4 %
Ceded premiums                         (404,870 )             (401,295 )       3,575          1 %          (1,223,804 )        (1,211,117 )       12,687         1 %
Net premiums                            405,209                383,982        21,227          6 %           1,193,835           1,116,687         77,148         7 %
Commissions and fees                    225,468                269,796       (44,328 )      (16 )%            717,956             754,529        (36,573 )      (5 )%
Investment income net of
investment expenses                      40,629                 35,741         4,888         14 %             112,148             106,970          5,178         5 %
Interest expense on surplus
note                                    (16,283 )              (15,741 )         542          3 %             (47,613 )           (46,382 )        1,231         3 %
Net investment income                    24,346                 20,000         4,346         22 %              64,535              60,588          3,947         7 %
Realized investment gains
(losses)                                    292                  1,730        (1,438 )        *                   924               3,762         (2,838 )       *
Other investment gains
(losses)                                 (2,991 )                 (320 )      (2,671 )        *                (4,765 )               114         (4,879 )       *
Investment gains (loses)                 (2,699 )                1,410        (4,109 )        *                (3,841 )             3,876         (7,717 )       *
Other, net                               20,965                 18,051         2,914         16 %              60,709              49,958         10,751        22 %
Total revenues                          673,289                693,239       (19,950 )       (3 )%          2,033,194           1,985,638         47,556         2 %

Benefits and expenses:
Benefits and claims                     171,293                183,425       (12,132 )       (7 )%            511,619             535,561        (23,942 )      (4 )%
Amortization of DAC                      90,925                 62,214        28,711         46 %             262,367             182,604         79,763        44 %
Sales commissions                       105,915                129,268       (23,353 )      (18 )%            359,602             382,465        (22,863 )      (6 )%
Insurance expenses                       57,552                 51,901         5,651         11 %             176,521             149,246         27,275        18 %
Insurance commissions                     7,666                  8,412          (746 )       (9 )%             22,982              25,990         (3,008 )     (12 )%
Contract acquisition costs               13,446                 23,524       (10,078 )      (43 )%             53,479              23,524         29,955       127 %
Interest expense                          6,802                  7,529          (727 )      (10 )%             20,469              21,814         (1,345 )      (6 )%
Goodwill impairment loss                 60,000                      -        60,000          *                60,000                   -         60,000         *
Other operating expenses                 73,791                 79,864        (6,073 )       (8 )%            239,952             219,559         20,393         9 %
Total benefits and expenses             587,390                546,137        41,253          8 %           1,706,991           1,540,763        166,228        11 %
Income before income taxes               85,899                147,102       (61,203 )      (42 )%            326,203             444,875       (118,672 )     (27 )%
Income taxes                             34,092                 35,663        (1,571 )       (4 )%             90,069             107,403        (17,334 )     (16 )%
Net income                               51,807                111,439       (59,632 )      (54 )%            236,134             337,472       (101,338 )     (30 )%
Net income attributable to
noncontrolling interests                      -                 (1,017 )       1,017          *                (5,038 )            (1,017 )       (4,021 )       *
Net income attributable to
Primerica, Inc.                $         51,807       $        112,456     $ (60,649 )      (54 )%   $        241,172       $     338,489     $  (97,317 )     (29 )%


* Less than 1% or not significant.

Results for the three months ended September 30, 2022

Total revenues. Total revenues decreased during the three months ended September
30, 2022 compared to the same period in 2021 primarily due to lower commissions
and fees earned during the three months ended September 30, 2022. The decrease
in commissions and fees was primarily due to lower sales-based revenues driven
by lower demand for variable annuity and mutual funds investment products. Also
contributing to the decrease in commissions and fees were lower asset-based
revenues driven by unfavorable market performance during 2022. This was
partially offset by an increase in Term Life net premiums earned during the
three months ended September 30, 2022 compared to the same period in 2021. The
increase in net premiums was driven by incremental premiums on term life
insurance policies that are not subject to the IPO coinsurance transactions as
well as the layering effect of life insurance sales.

Net investment income increased during the three months ended September 30, 2022
compared to the same period in 2021 due to $2.4 million from higher yields in
the invested asset portfolio and $1.8 million from a larger invested asset
portfolio compared to the prior year period. Investment income net of investment
expenses includes interest earned on our held-to-maturity asset, which is offset
by interest expense on the Surplus Note, thereby eliminating any impact on net
investment income. Amounts recognized for each line item will remain offsetting
and will fluctuate from period to period along with the principal amounts of the
held-to-maturity asset and the Surplus Note based on the balance of reserves
being contractually supported under a redundant reserve financing transaction
used by Vidalia Re, Inc. For more information on the Surplus Note, see Note 3
(Investments) and Note 12 (Debt) to our unaudited condensed consolidated
financial statements included elsewhere in this report.

Investment gains (losses) decreased to a loss during the three months ended
September 30, 2022 compared to a gain in the same period in 2021 primarily due
to a $2.9 million negative mark-to-market adjustment on equity securities held
within our investment

                                       41
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portfolio during the three months ended September 30, 2022 as a result of market
volatility compared to a $0.4 million negative mark-to-market adjustment on
equity securities held within our investment portfolio in the comparable 2021
period.

Other, net revenues increased during the three months ended September 30, 2022
compared to the same period in 2021 primarily due to differences in the timing
of negotiated marketing development revenue in our Senior Health segment. Also
contributing to the increase in Other, net revenues was an increase in fees
received for access to Primerica Online ("POL"), our primary sales force support
tool, consistent with subscriber growth.

Total benefits and expenses. Total benefits and expenses increased during the
three months ended September 30, 2022 compared to the three months ended
September 30, 2021 largely due to a non-cash goodwill impairment charge of $60.0
million, which represents the excess of the Senior Health reporting unit's
carrying value over its estimated fair value at July 1, 2022. Also contributing
to the increase in benefits and expenses was growth in amortization of DAC as a
result of lower year-over-year persistency in the Term Life Insurance segment's
in-force book of business. These increases were partially offset by lower sales
commissions in line with commissions and fees revenue decreases in our
Investment and Savings Products segment as discussed above, lower COVID-19
claims experience in the Term Life Insurance segment and lower contract
acquisition costs in our Senior Health segment. Other operating expenses were
also lower due to non-recurring transaction-related expenses incurred in
connection with the acquisition of e-TeleQuote in the 2021 period.

Income taxes. Our effective income tax rate for the three months ended September
30, 2022 was 39.7%, compared with 24.2% for the three months ended September 30,
2021. The increase in the effective tax rate in the 2022 period is driven by the
non-cash goodwill impairment charge that is not deductible for income tax
purposes. Excluding the non-cash goodwill impairment charge, the effective
income tax rate for the three months ended September 30, 2022 was 23.4%, which
was lower than the 2021 effective rate due to state income tax benefits
generated by e-TeleQuote in the current year.

Results for the nine months ended September 30, 2022

Total revenues. Total revenues increased during the nine months ended September
30, 2022 compared to the same period in 2021 primarily driven by growth in net
premiums in the Term Life segment. The increase in Term Life net premiums was
driven by incremental premiums on term life insurance policies that are not
subject to the IPO coinsurance transactions as well as the layering effect of
sales of life insurance. Commissions and fees earned during the nine months
ended September 30, 2022 compared to the same period in 2021 decreased due to
lower sales-based revenues driven by lower demand for variable annuity and
mutual funds investment products.

Net investment income increased during the nine months ended September 30, 2022
compared to the same period in 2021 due to $3.5 million from higher yields in
the invested asset portfolio and $4.2 million from a larger invested asset
portfolio compared to the prior year period. These increases were partially
offset by a lower total return on the deposit asset backing the 10% coinsurance
agreement that is subject to deposit method accounting. The $3.8 million
year-over-year lower total return on this deposit asset was due to a negative
mark-to-market adjustment and lower book earnings on the deposit asset during
the current year period compared to the prior year period.

Investment gains (losses) decreased to a loss during the nine months ended
September 30, 2022 compared to a gain in the same period in 2021 primarily due
to a $4.7 million negative mark-to-market adjustment on equity securities held
within our investment portfolio during the nine months ended September 30, 2022
as a result of market volatility compared to a $1.1 million positive
mark-to-market adjustment on equity securities held within our investment
portfolio in the comparable 2021 period.

Other net income increased in the nine months ended September 30, 2022
compared to the same period in 2021 mainly due to the same factors mentioned in the three-month comparison above.

Total benefits and expenses. Total benefits and expenses increased during the
nine months ended September 30, 2022 compared to the nine months ended September
30, 2021 largely due to growth in amortization of DAC as a result of lower
year-over-year persistency in the Term Life Insurance segment's in-force book of
business, as well as negative market performance of the funds underlying our
Canadian segregated funds product in the Investment and Savings Products
segment. Also contributing to the increase was a non-cash goodwill impairment
charge of $60.0 million, which represents the excess of the Senior Health
reporting unit's carrying value over its estimated fair value at July 1, 2022
and higher contract acquisition costs as a result of the acquisition of
e-TeleQuote on July 1, 2021. Insurance and other operating expenses were higher
in the nine months ended September 30, 2022 due to growth in the business and
higher costs associated with sales force leadership events, which included the
biennial convention held in 2022. These increases were partially offset by lower
COVID-19 related claims experience in the Term Life Insurance segment and lower
sales commissions in line with commissions and fees revenue decreases in our
Investment and Savings Products segment as discussed above.

Income taxes. Our effective income tax rate for the nine months ended September
30, 2022 was 27.6% compared with 24.1% for the nine months ended September 30,
2021. The higher rate was primarily driven by the same factor discussed above in
the three-month comparison. Excluding the non-cash goodwill impairment charge
the effective income tax rate for the nine months ended September

                                       42
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30 2022 was 23.3%, which was lower than the effective rate for 2021 due to state tax benefits generated by e-TeleQuote in the current year.

For more information, see the segment results discussions below.

Sector results

Term Life Insurance Segment Results. Our results for the Term Life Insurance
segment were as follows:

                                 Three months ended September 30,                Change               Nine months ended September 30,              Change
                                    2022                   2021               $           %               2022                 2021              $           %
                                                                                    (Dollars in thousands)
Revenues:
Direct premiums               $        804,586       $        779,490     $  25,096          3 %    $      2,401,293       $   2,310,504     $  90,789         4 %
Ceded premiums                        (403,416 )             (399,835 )       3,581          1 %          (1,219,268 )        (1,206,413 )      12,855         1 %
Net premiums                           401,170                379,655        21,515          6 %           1,182,025           1,104,091        77,934         7 %
Allocated investment income             13,241                  9,320         3,921         42 %              36,973              26,324        10,649        40 %
Other, net                              13,419                 12,476           943          8 %              37,969              36,601         1,368         4 %
Total revenues                         427,830                401,451        26,379          7 %           1,256,967           1,167,016        89,951         8 %
Benefits and expenses:
Benefits and claims                    167,356                179,696       (12,340 )       (7 )%            499,237             521,148       (21,911 )      (4 )%
Amortization of DAC                     88,275                 59,287        28,988         49 %             249,826             174,106        75,720        43 %
Insurance expenses                      56,471                 50,534         5,937         12 %             173,072             145,160        27,912        19 %
Insurance commissions                    3,964                  4,345          (381 )       (9 )%             11,612              13,999        (2,387 )     (17 )%
Total benefits and expenses            316,066                293,862        22,204          8 %             933,747             854,413        79,334         9 %
Income before income taxes    $        111,764       $        107,589     $   4,175          4 %    $        323,220       $     312,603     $  10,617         3 %



Results for the three months ended September 30, 2022

Net premiums. Direct premiums increased during the three months ended September
30, 2022 compared to the three months ended September 30, 2021 largely due to
sales of new policies that contributed to growth in the in-force book of
business. This was partially offset by an increase in ceded premiums, which
includes $14.7 million in higher non-level YRT reinsurance ceded premiums as
business not subject to the IPO coinsurance transactions ages, reduced by $11.1
million in lower coinsurance ceded premiums due to the run-off of business
subject to the IPO coinsurance transactions.

Allocated investment income. Allocated investment income increased during the
three months ended September 30, 2022 compared to the three months ended
September 30, 2021 due to an increase in the assumed net interest accreted to
the Term Life Insurance segment's future policy benefit reserve liability less
deferred acquisition costs as the Term Life Insurance segment's in-force
business continues to grow.

Benefits and Claims. Benefits and claims decreased in the three months ended
September 30, 2022 compared to the three months ended September 30, 2021
mainly due to lower excess claims. Total Benefits and Claims for the Three Months Ended September 30, 2022 included approx. $2 million excess claims, net of reinsurance, compared to approximately $14 million excess claims, net of reinsurance, during the three months ended
September 30, 2021 mainly due to the decrease in the number of claims related to COVID-19.

Amortization of DAC. The amortization of DAC increased during the three months
ended September 30, 2022 compared to the three months ended September 30, 2021
primarily due to changes in policy lapse rates. During the three months ended
September 30, 2022, lapses on policies and the resulting amortization of DAC
have largely normalized to pre-pandemic levels, other than policies that were
issued in the first year of the COVID-19 pandemic, which continue to experience
lapse rates that are higher than historical trends.

Insurance expenses. Insurance expenses increased during the three months ended
September 30, 2022 compared to the three months ended September 30, 2021 due to
higher costs associated with supporting growth in the sales force, growth in the
business and higher employee compensation costs from annual merit increases.

Results for the nine months ended September 30, 2022

Net premiums. Direct premiums increased during the nine months ended September
30, 2022 compared to the nine months ended September 30, 2021 largely due to
sales of new policies that contributed to growth in the in-force book of
business. This is partially offset by an increase in ceded premiums, which
includes $44.4 million in higher non-level YRT reinsurance ceded premiums as
business not subject to the IPO coinsurance transactions ages, reduced by $31.6
million in lower coinsurance ceded premiums due to the run-off of business
subject to the IPO coinsurance transactions.

                                       43
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Allocated investment income. Allocated investment income increased during the
nine months ended September 30, 2022 compared to the nine months ended September
30, 2021 due to the same factors as described in the three-month comparison.

Benefits and claims. Benefits and claims decreased during the nine months ended
September 30, 2022 compared to the same period in 2021 primarily due to lower
claims experience. Total benefits and claims during the nine months ended
September 30, 2022 includes approximately $14 million of excess claims, net of
reinsurance compared to approximately $43 million of excess claims, net of
reinsurance, during the nine months ended September 30, 2021 primarily due to
fewer COVID-19 related claims.

Amortization of DAC. The amortization of DAC increased during the nine months
ended September 30, 2022 compared to the nine months ended September 30, 2021
due to the same factors as described in the three-month comparison.

Insurance expenses. Insurance expenses increased during the nine months ended
September 30, 2022 compared to the nine months ended September 30, 2021 due to
the same factors as discussed in the three month comparison above. Also
contributing to the increase were higher costs associated with adding the
previously postponed biennial convention to our normal cycle of sales force
leadership events.

Insurance commissions. Insurance commissions decreased during the nine months
ended September 30, 2022 compared to the nine months ended September 30, 2021 as
a result of higher non-deferrable sales force promotional activities offered in
the 2021 period to incentivize the sales force during the 2020 COVID-19
pandemic.

Results of the investment and savings products segment. The results of the Investment and savings products sector are as follows:

                                  Three months ended                                   Nine months ended September
                                     September 30,                  Change                         30,                       Change
                                 2022             2021            $           %           2022             2021            $           %
                                                                         (Dollars in thousands)
Revenues:
Commissions and fees:
Sales-based revenues          $   67,962       $   95,229     $ (27,267 )     (29 )%   $  259,905       $  298,057     $ (38,152 )     (13 )%
Asset-based revenues             107,483          113,558        (6,075 )      (5 )%      328,696          323,288         5,408         2 %
Account-based revenues            22,910           21,456         1,454         7 %        67,043           64,424         2,619         4 %
Other, net                         3,342            3,094           248         8 %         9,508            9,001           507         6 %
Total revenues                   201,697          233,337       (31,640 )     (14 )%      665,152          694,770       (29,618 )      (4 )%
Expenses:
Amortization of DAC                2,222            2,580          (358 )     (14 )%       11,610            7,641         3,969        52 %
Insurance commissions              3,419            3,747          (328 )      (9 )%       10,514           11,065          (551 )      (5 )%
Sales commissions:
Sales-based                       48,775           67,745       (18,970 )     (28 )%      186,784          209,969       (23,185 )     (11 )%
Asset-based                       51,549           53,233        (1,684 )      (3 )%      155,791          150,587         5,204         3 %
Other operating expenses          37,355           36,664           691         2 %       118,540          111,623         6,917         6 %
Total expenses                   143,320          163,969       (20,649 )     (13 )%      483,239          490,885        (7,646 )      (2 )%
Income before income taxes    $   58,377       $   69,368     $ (10,991 )     (16 )%   $  181,913       $  203,885     $ (21,972 )     (11 )%



Results for the three months ended September 30, 2022

Commissions and fees. Commissions and fees decreased during the three months
ended September 30, 2022 compared to the three months ended September 30, 2021
driven by lower sales-based revenues as investor demand for mutual fund products
and variable annuity products weakened due to continued volatility in capital
markets. Also contributing to the decrease were lower asset-based revenues,
driven by negative equity market performance, partially offset by positive net
flows.

Amortization of DAC. Amortization of DAC was relatively consistent during the
three months ended September 30, 2022 compared to the three months ended
September 30, 2021 due to similar market performance of the funds underlying our
Canadian segregated funds product during both periods.

Sales commissions. The decrease in sales-based commissions for the three months
ended September 30, 2022 compared to the three months ended September 30, 2021
was generally in-line with the decrease in sales-based revenue. The decrease in
asset-based commissions for the three months ended September 30, 2022 compared
to the three months ended September 30, 2021 was consistent with movement in
asset-based revenue, excluding Canadian segregated funds revenue. Asset-based
expenses for our Canadian segregated funds are reflected within insurance
commissions and amortization of DAC.

Other operating expenses. Other operating expenses remained relatively stable during the three months ended September 30, 2022 compared to the three months ended September 30, 2021.

                                       44
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Results for the nine months ended September 30, 2022

Commissions and fees. Commissions and fees decreased during the nine months
ended September 30, 2022 compared to the nine months ended September 30, 2021
driven by lower sales-based revenues in the 2022 period as investor demand for
mutual fund products and variable annuity products weakened due to volatility in
capital markets. This decrease was partially offset by higher asset-based
revenues largely driven by higher average client asset values on managed
accounts.

Amortization of DAC. Amortization of DAC increased during the nine months ended
September 30, 2022 compared to the nine months ended September 30, 2021 due to
unfavorable market performance of the funds underlying our Canadian segregated
funds product in the first half of 2022 compared to favorable market performance
of such funds in the first half of 2021.

Sales commissions. The decrease in sales-based commissions for the nine months
ended September 30, 2022 compared to the nine months ended September 30, 2021
was generally in-line with the decrease in sales-based revenue. The increase in
asset-based commissions for the nine months ended September 30, 2022 compared to
the nine months ended September 30, 2021 was consistent with the increase in
asset-based revenues, excluding Canadian segregated funds revenue. Asset-based
expenses for our Canadian segregated funds are reflected within insurance
commissions and amortization of DAC.

Other operating expenses. Other operating expenses increased during the nine
months ended September 30, 2022 compared to the nine months ended September 30,
2021 due to higher costs associated with adding the previously postponed
biennial convention to our normal cycle of sales force leadership events.

Senior Healthcare segment results. Elder health the segment results are as follows:

                                  Three months ended
                                    September 30,                  Change             Nine months ended September 30,         Change
                                 2022            2021            $           %           2022                2021            $       %
                                                                        (Dollars in thousands)
Revenues:
Commissions and fees (1)      $   14,601       $  21,558     $  (6,957 )     (32 )%   $    25,222       $       21,558         *       *
Other, net                         2,583           1,378         1,205        87 %          9,606                1,378         *       *
Total revenues                    17,184          22,936        (5,752 )     (25 )%        34,828               22,936         *       *

Benefits and expenses:
Contract acquisition costs        13,446       $  23,524     $ (10,078 )     (43 )%        53,479       $       23,524         *       *
Goodwill impairment loss          60,000               -        60,000         *           60,000                    -         *       *
Other operating expenses           7,461           7,902          (441 )      (6 )%        24,308                7,902         *       *

Total benefits and charges 80,907 31,426 49,481

 157 %        137,787               31,426         *       *
Loss before income taxes      $  (63,723 )     $  (8,490 )   $  55,233       651 %    $  (102,959 )     $       (8,490 )       *       *



(1)
Includes a positive tail revenue adjustment of $1.7 million for the three months
ended September 30, 2022 and a net negative tail adjustment of ($22.7) million
for the nine months ended September 30, 2022.
* Not meaningful.

Results for the three months ended September 30, 2022

Commissions and fees. Commissions and fees decreased during the three months
ended September 30, 2022 compared to the three months ended September 30, 2021.
Contributing to the decrease were lower LTVs in 2022 as a result of
lower-than-expected persistency and refined renewal estimates. In addition,
lower LTVs led us to deliberately limit agent counts at e-TeleQuote in 2022,
which resulted in lower sales volumes. Partially offsetting the decrease was the
recognition of a $1.7 million positive tail revenue adjustment in 2022 due to
renewal rate escalations communicated by health insurance carriers during the
quarter. Conversely, no tail adjustment was recognized in 2021.

Other, net. Other, net increased during the three months ended September 30,
2022 compared to the three months ended September 30, 2021 primarily due to the
timing of negotiated marketing development revenue with certain health insurance
carriers. The agreements for marketing development revenue are generally
short-term in nature and can vary from period to period.

Contract acquisition costs. Contract acquisition costs, as well as per policy
contract acquisition costs, decreased during the three months ended September
30, 2022 compared to the three months ended September 30, 2021 as a result of
revised lead sourcing strategies, lessened competition for leads, and lower
overall sales volume in the 2022 period.

Goodwill impairment loss. Reflects the non-cash goodwill impairment charge
recognized during the three months ended September 30, 2022, which represents
the excess of the Senior Health reporting unit's carrying value over its
estimated fair value as of July 1, 2022. Refer to Note 15 (Goodwill) to our
condensed consolidated financial statements included elsewhere in this report
for more information.

                                       45
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Results for the nine months ended September 30, 2022

Commissions and fees. Commissions and fees increased during the nine months
ended September 30, 2022 compared to the nine months ended September 30, 2021
primarily due to the timing of the acquisition of e-TeleQuote on July 1, 2021.
The 2022 period includes nine months of operations compared to only three months
for the 2021 period. This was largely offset by the recognition of a net $22.7
million of negative tail revenue adjustments during the nine months ended
September 30, 2022 as a result of lower-than-expected renewals and refined
renewal estimates on policies approved during prior periods. The negative tail
adjustment offset commissions and fees revenue of $47.9 million recognized for
the lifetime value of commissions for policies approved during the nine months
ended September 30, 2022. No tail adjustment was recognized in 2021. The
increase in commissions and fees during the nine months ended September 30, 2022
compared to the nine months ended September 30, 2021 was partially offset by the
volume and LTV factors described in the three-month comparison above.

Other, net. Other, net increased during the nine months ended September 30, 2022
compared to the nine months ended September 30, 2021 primarily due to the timing
of the acquisition of e-TeleQuote on July 1, 2021. The 2022 period includes nine
months of operations compared to only three months for the 2021 period.

Contract acquisition costs. Contract acquisition costs increased during the nine
months ended September 30, 2022 compared to the nine months ended September 30,
2021 primarily due to the timing of the acquisition of e-TeleQuote on July 1,
2021. The 2022 period includes nine months of operations compared to only three
months for the 2021 period. This increase was partially offset by the same
factors as described in the three-month comparison above.

Good will loss of value. Reflects the non-cash goodwill impairment charge recognized in the nine months ended September 30, 2022.

Other operating expenses. Other operating expenses increased during the nine
months ended September 30, 2022 compared to the nine months ended September 30,
2021 primarily due to the timing of the acquisition of e-TeleQuote on July 1,
2021. The 2022 period includes nine months of operations compared to only three
months for the 2021 period. Other operating expenses includes $8.2 million and
$2.9 million of amortization expense for intangible assets and internally
developed software for the nine months ended September 30, 2022 and 2021,
respectively.

Results of the Business segment and other distributed products. The results of the Corporate Products and Other Distributed Products segment are as follows:

                                 Three months ended                                  Nine months ended September
                                    September 30,                  Change                        30,                       Change
                                2022             2021           $           %           2022             2021            $           %
                                                                       (Dollars in thousands)
Revenues:
Direct premiums              $    5,493       $    5,787     $   (294 )      (5 )%   $   16,346       $   17,300     $    (954 )      (6 )%
Ceded premiums                   (1,454 )         (1,460 )         (6 )       *          (4,536 )         (4,704 )        (168 )      (4 )%
Net premiums                      4,039            4,327         (288 )      (7 )%       11,810           12,596          (786 )      (6 )%
Commissions and fees             12,512           17,995       (5,483 )     (30 )%       37,090           47,202       (10,112 )     (21 )%
Investment income net of
investment expenses              27,388           26,421          967         4 %        75,175           80,646        (5,471 )      (7 )%
Interest expense on
surplus note                    (16,283 )        (15,741 )        542         3 %       (47,613 )        (46,382 )       1,231         3 %
Net investment income            11,105           10,680          425         4 %        27,562           34,264        (6,702 )     (20 )%
Realized investment gains
(losses)                            292            1,730       (1,438 )       *             924            3,762        (2,838 )       *
Other investment gains
(losses)                         (2,991 )           (320 )     (2,671 )       *          (4,765 )            114        (4,879 )       *
Investment gains (losses)        (2,699 )          1,410       (4,109 )       *          (3,841 )          3,876        (7,717 )       *
Other, net                        1,621            1,103          518        47 %         3,626            2,978           648        22 %
Total revenues                   26,578           35,515       (8,937 )     (25 )%       76,247          100,916       (24,669 )     (24 )%
Benefits and expenses:
Benefits and claims               3,937            3,729          208         6 %        12,382           14,413        (2,031 )     (14 )%
Amortization of DAC                 428              347           81        23 %           931              857            74         9 %
Insurance expenses                1,081            1,367         (286 )     (21 )%        3,449            4,086          (637 )     (16 )%
Insurance commissions               283              320          (37 )     (12 )%          856              926           (70 )      (8 )%
Sales commissions                 5,591            8,290       (2,699 )     (33 )%       17,027           21,909        (4,882 )     (22 )%
Interest expense                  6,802            7,529         (727 )     (10 )%       20,469           21,814        (1,345 )      (6 )%
Other operating expenses         28,975           35,298       (6,323 )     (18 )%       97,104          100,034        (2,930 )      (3 )%
Total benefits and
expenses                         47,097           56,880       (9,783 )     (17 )%      152,218          164,039       (11,821 )      (7 )%
Loss before income taxes     $  (20,519 )     $  (21,365 )   $   (846 )      (4 )%   $  (75,971 )     $  (63,123 )   $  12,848        20 %

* Less than 1% or not significant.

                                       46
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Results for the three months ended September 30, 2022

Total revenues. Total revenues decreased during the three months ended September
30, 2022 compared to the three months ended September 30, 2021 primarily due to
lower commissions and fees from our mortgage distribution business as a result
of rising interest rates. Also contributing to the decrease is investment
losses, which are discussed in the Primerica, Inc. and Subsidiaries Results of
Operations section above.

Total benefits and expenses. Total benefits and expenses decreased during the
three months ended September 30, 2022 compared to the three months ended
September 30, 2021 due to lower sales commissions from our mortgage distribution
business during the three months ended September 30, 2022. Other operating
expenses also decreased due to the 2021 period including approximately $10
million of non-recurring transaction-related expenses incurred in connection
with the acquisition of e-TeleQuote, partially offset by higher other operating
expenses due to the growth of employee-related expenses.

Results for the nine months ended September 30, 2022

Total revenues. Total revenues decreased during the nine months ended September
30, 2022 compared to the nine months ended September 30, 2021 primarily due to
the same factors discussed in the three-month comparison and a decrease in net
investment income as more net investment income was allocated to the Term Life
Insurance segment.

Total benefits and expenses. Total benefits and expenses decreased during the
nine months ended September 30, 2022 compared to the nine months ended September
30, 2021 primarily due to the same factors discussed in the three-month
comparison and lower benefits and claims experienced on closed blocks of
non-term life insurance business underwritten by NBLIC.

Financial condition

Investments. Our insurance business is primarily focused on selling term life
insurance, which does not include an investment component for the policyholder.
The invested asset portfolio funded by premiums from the term life insurance
business does not involve the substantial asset accumulations and spread
requirements that exist with other non-term life insurance products. As a
result, the profitability of the term life insurance business is not as
sensitive to the impact that interest rates have on our invested asset portfolio
and investment income as the profitability of other companies that distribute
non-term life insurance products.

We follow a conservative investment strategy designed to emphasize the
preservation of our invested assets and provide adequate liquidity for the
prompt payment of claims. To meet business needs and mitigate risks, our
investment guidelines provide restrictions on our portfolio's composition,
including limits on asset type, per issuer limits, credit quality limits,
portfolio duration, limits on the amount of investments in approved countries
and permissible security types. We also manage and monitor our allocation of
investments to limit the accumulation of any disproportionate concentrations of
risk among industry sectors or issuer countries outside of the U.S. and Canada.
In addition, as of September 30, 2022, we did not hold any country of issuer
concentrations outside of the U.S. or Canada that represented more than 5% of
the fair value of our available-for-sale invested asset portfolio or any
industry concentrations of corporate bonds that represented more than 10% of the
fair value of our available-for-sale invested asset portfolio.

We invest a portion of our portfolio in assets denominated in Canadian dollars
to support our Canadian operations. Additionally, to ensure adequate liquidity
for payment of claims, we take into account the maturity and duration of our
invested asset portfolio and our general liability profile.

We also hold within our invested asset portfolio a credit enhanced note ("LLC
Note") issued by a limited liability company owned by a third-party service
provider which is classified as a held-to-maturity security. The LLC Note, which
is scheduled to mature on December 31, 2030, was obtained in exchange for the
Surplus Note of equal principal amount issued by Vidalia Re. For more
information on the LLC Note, see Note 3 (Investments) to our unaudited condensed
consolidated financial statements included elsewhere in this report.

We have an investment committee composed of members of our senior management
team that is responsible for establishing and maintaining our investment
guidelines and supervising our investment activity. Our investment committee
regularly monitors our overall investment results and our compliance with our
investment objectives and guidelines. We use a third-party investment advisor to
assist us in the management of our investing activities. Our investment advisor
reports to our investment committee.

Our invested asset portfolio is subject to a variety of risks, including risks
related to general economic conditions, market volatility, interest rate
fluctuations, liquidity risk and credit and default risk. Investment guideline
restrictions have been established to minimize the effect of these risks but may
not always be effective due to factors beyond our control. Interest rates and
credit spreads are highly sensitive to many factors, including governmental
monetary policies, domestic and international economic and political conditions
and other factors beyond our control. A significant increase in interest rates
or credit spreads could result in significant losses in the value of our
invested asset portfolio. For example, the significant increase in interest
rates during the nine months ended September 30, 2022 resulted in the invested
asset portfolio having an unrealized loss of $321.0 million as of September 30,
2022 compared to an unrealized gain of $81.2 million as of December 31, 2021. We
believe that fluctuations caused by movement in interest rates and

                                       47
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credit spreads generally have little impact on the recoverability of our investments, as we have the ability to hold these investments until maturity or a recovery in market prices, and we do not currently intend to get rid of it.

The asset mix details (excluding our held-to-maturity security) were as follows:

                                               September 30, 2022   December 31, 2021
Average rating of our fixed-maturity
portfolio                                              A                    A
Average duration of our fixed-maturity
portfolio                                          4.8 years            4.8 

years

Average book yield of our fixed-maturity
portfolio                                            3.34%                

3.12%

The breakdown of fixed-maturity securities in our investment portfolio (excluding our held-to-maturity security) by rating, including those classified as trading securities, was as follows:

                               September 30, 2022                 December 31, 2021
                          Amortized cost (1)        %        Amortized cost (1)        %
                                              (Dollars in thousands)
AAA                      $            597,966        21 %   $            495,055        19 %
AA                                    308,333        11 %                312,418        12 %
A                                     640,533        23 %                644,775        24 %
BBB                                 1,116,851        40 %              1,079,123        41 %
Below investment grade                 76,395         3 %                 93,294         4 %
Not rated                              42,655         2 %                 21,078         *
Total                    $          2,782,733       100 %   $          2,645,743       100 %


(1)
Includes trading securities at fair value and available-for-sale securities at
amortized cost.
* Less than 1%.

The top ten holdings within our portfolio of fixed-maturity invested assets (excluding our held-to-maturity securities) were:

                                                                 September 30, 2022
                                                              Amortized        Unrealized       Credit
Issuer                                       Fair value        cost (1)        gain (loss)      rating
                                                               (Dollars in thousands)
Government of Canada                         $    14,733     $     15,991     $      (1,258 )     AAA
Province of Quebec Canada                         14,271           14,935              (664 )     A+
Province of Ontario Canada                        13,629           14,274              (645 )     AA
Province of Alberta Canada                        10,684           11,729            (1,045 )    BBB+
Enbridge Inc                                      10,356           11,320              (964 )    BBB+
Manulife Financial Corp                           10,274           11,538            (1,264 )      A
Province of British Columbia Canada                9,067            9,513              (446 )     AA+
ConocoPhillips                                     8,932           10,695            (1,763 )      A
TC Energy Corp                                     8,869           10,579            (1,710 )    BBB+
Ontario Teachers' Pension Plan                     8,507           10,205            (1,698 )     AA+
Total - ten largest holdings                 $   109,322     $    120,779     $     (11,457 )
Total - fixed-maturity securities            $ 2,461,707     $  2,782,733
Percent of total fixed-maturity securities             4 %              4 %


(1)

Includes trading securities at fair value and securities available for sale at amortized cost.

For more information on our portfolio of invested assets, see Note 3 (Investments) to our unaudited condensed consolidated financial statements included elsewhere in this report.

Cash and capital resources

Dividends and other payments to the Parent Company from its subsidiaries are our
principal sources of cash. The amount of dividends paid by the subsidiaries is
dependent on their capital needs to fund future growth and applicable regulatory
restrictions. The primary uses of funds by the Parent Company include the
payments of stockholder dividends, interest on notes payable, general operating
expenses, and income taxes, as well as repurchases of shares of our common stock
outstanding. As of September 30, 2022, the Parent Company had cash and invested
assets of $239.7 million.

The Parent Company's subsidiaries generate operating cash flows primarily from
term life insurance premiums (net of premiums ceded to reinsurers), income from
invested assets, commissions and fees collected from the distribution of
investment and savings products, Medicare-related insurance plans as well as
other financial products. The subsidiaries' principal operating cash outflows
include the payment of insurance claims and benefits (net of ceded claims
recovered from reinsurers), commissions to the sales force, contract acquisition
costs, insurance and other operating expenses, interest expense for future
policy benefit reserves financing transactions, and income taxes.

The distribution and underwriting of term life insurance requires upfront cash
outlays at the time the policy is issued as we pay a substantial majority of the
sales commission during the first year following the sale of a policy and incur
costs for underwriting

                                       48
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activities at the start of a policy term. In the early years of a policy’s term, we generally receive level term insurance premiums in excess of claims paid. We invest excess cash generated in prior policy years in fixed-maturity securities and equity securities held to support provisions for future claims. In subsequent policy years, cash from maturity or the sale of invested assets is used to settle claims in excess of level life insurance premiums received.

e-TeleQuote is a senior health insurance distributor of Medicare-related
insurance plans. e-Tele-Quote collects cash receipts over a number of years
after selling a plan, while the cash outflow for commission expense and other
acquisition costs to sell the plans are generally recognized at the time of
enrollment. Therefore, in periods of growth, net cash flows at e-TeleQuote are
expected to be negative, with the Parent Company providing working capital to
e-TeleQuote. During the first nine months of 2022, as a result of the Company's
efforts to scale back growth in favor of developing more efficient lead
procurement and limiting the agent count, the Parent Company did not provide
funding to e-TeleQuote as cash tax benefits from net operating losses were
sufficient to cover operating needs.

Historically, cash flows generated by our businesses, primarily from the
existing block of term life policies and investment and savings products, have
provided us with sufficient liquidity to meet our operating requirements. We
have maintained strong cash flows despite the COVID-19 pandemic due to strong
persistency and reinsurance on ceded mortality claims. We anticipate that cash
flows from our businesses will continue to provide sufficient operating
liquidity over the next 12 months.

If necessary, we could seek to enhance our liquidity position or capital
structure through sales of our available-for-sale investment portfolio, changes
in the timing or amount of share repurchases, borrowings against our revolving
credit facility, sales of common stock or debt instruments in the capital
markets or some combination of these sources. Additionally, we believe that cash
flows from our businesses and potential sources of funding will sufficiently
support our long-term liquidity needs.

Cash Flows. The components of the changes in cash and cash equivalents were as
follows:

                                                    Nine months ended September 30,           Change
                                                      2022                   2021                $
                                                                    (In thousands)
Net cash provided by (used in) operating
activities                                      $        551,278       $        435,121     $   116,157
Net cash provided by (used in) investing
activities                                               (96,791 )             (722,557 )       625,766
Net cash provided by (used in) financing
activities                                              (405,296 )               62,275        (467,571 )
Effect of foreign exchange rate changes on
cash                                                      (3,667 )                3,170          (6,837 )
Change in cash and cash equivalents             $         45,524       $    

(221,991) $267,515


Operating Activities. Cash provided by operating activities during the nine
months ended September 30, 2022 increased compared to the nine months ended
September 30, 2021. Although net income decreased during the nine months ended
September 30, 2022, cash generated from operating activities increased as it
excludes non-cash charges such as goodwill impairments, amortization of deferred
policy acquisition costs and renewal commission tail adjustments. Also
contributing to the year-over-year increase in cash provided by operating
activities were lower deferred acquisition costs due to lower term life
insurance policy sales. In addition, cash provided by operating activities was
higher in 2022 compared with 2021 due to the timing of purchases and maturities
of trading securities.

Investing Activities. Cash used in investing activities during the nine months
ended September 30, 2022 decreased compared to the nine months ended September
30, 2021 primarily due to funding the e-TeleQuote acquisition on July 1, 2021.
Also contributing to the decrease was short-term investing activity. During the
nine months ended September 30, 2022, short-term investments acquired in 2021
matured, which allowed these funds to be deployed for share repurchases. These
movements were partially offset by lower sales of fixed-maturity securities
during the nine months ended September 30, 2022 as the sharp increase in
interest rates provided less attractive selling opportunities. By comparison,
during 2021 the Company had higher sales of fixed-maturity securities in
anticipation of funding the e-TeleQuote acquisition on July 1, 2021.

Financing Activities. Cash flows from financing activities was a use of cash
during the nine months ended September 30, 2022 compared to a source of cash in
the nine months ended September 30, 2021. This movement is primarily due to cash
used to fund share repurchases during the 2022 period. By comparison, the
Company paused share repurchases in 2021 to accumulate cash and borrowed $125
million under the Revolving Credit Facility in anticipation of funding the
e-TeleQuote acquisition on July 1, 2021.

Risk-Based Capital ("RBC"). The National Association of Insurance Commissioners
("NAIC") has established RBC standards for U.S. life insurers, as well as a
risk-based capital model act (the "RBC Model Act") that has been adopted by the
insurance regulatory authorities. The RBC Model Act requires that life insurers
annually submit a report to state regulators regarding their RBC based upon four
categories of risk: asset risk; insurance risk; interest rate risk and business
risk. The capital requirement for each is determined by applying factors that
vary based upon the degree of risk to various asset, premiums and policy benefit
reserve items. The formula is an early warning tool to identify possible weakly
capitalized companies for purposes of initiating further regulatory action.

From September 30, 2022our WE the life insurance subsidiaries have maintained statutory capital and surplus well in excess of applicable regulatory requirements and remain well positioned to support existing operations and fund future growth.

                                       49
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In Canada, the Office of the Superintendent of Financial Institutions ("OSFI")
requires federally-regulated life insurance companies to maintain adequate
capital in accordance with regulatory Capital Guidelines. The Capital Guidelines
define and establish criteria and limits for determining an insurer's required
capital to support defined risks and the amount of qualifying regulatory
available capital. In addition, OSFI requires companies to set internal target
levels of capital sufficient to provide for all risks of the insurer, including
risks specified in OSFI's Capital Guidelines. As of September 30, 2022,
Primerica Life Insurance Company of Canada has satisfied its regulatory capital
requirements.

Redundant Reserve Financings. The Model Regulation entitled Valuation of Life
Insurance Policies, commonly known as Regulation XXX, requires insurers to carry
statutory policy benefit reserves for term life insurance policies with
long-term premium guarantees which are often significantly in excess of the
future policy benefit reserves that insurers deem necessary to satisfy claim
obligations ("redundant policy benefit reserves"). Accordingly, many insurance
companies have sought ways to reduce their capital needs by financing redundant
policy benefit reserves through bank financing, reinsurance arrangements and
other financing transactions.

We have established Peach Re, Inc. ("Peach Re") and Vidalia Re as special
purpose financial captive insurance companies and wholly owned subsidiaries of
Primerica Life. Primerica Life has ceded certain term life policies issued prior
to 2011 to Peach Re as part of a Regulation XXX redundant reserve financing
transaction (the "Peach Re Redundant Reserve Financing Transaction") and has
ceded certain term life policies issued in 2011 through 2017 to Vidalia Re as
part of a Regulation XXX redundant reserve financing transaction (the "Vidalia
Re Redundant Reserve Financing Transaction"). These redundant reserve financing
transactions allow us to more efficiently manage and deploy our capital.

The NAIC has adopted a model regulation for determining reserves using a
principle-based approach ("principle-based reserves" or "PBR"), which is
designed to reflect each insurer's own experience in calculating reserves and
move away from a single prescriptive reserving formula. Primerica Life adopted
PBR as of January 1, 2018 and National Benefit Life Insurance Company adopted
the New York amended version of PBR effective January 1, 2021. PBR significantly
reduced the redundant statutory policy benefit reserve requirements while still
ensuring adequate liabilities are held. The regulation only applies for business
issued after the effective date. See Note 4 (Investments), Note 10 (Debt) and
Note 16 (Commitments and Contingent Liabilities) to our consolidated financial
statements within our 2021 Annual Report for more information on these redundant
reserve financing transactions.

Notes Payable - Long term. The Company has $600.0 million of publicly-traded,
Senior Notes outstanding issued at a price of 99.550% with an annual interest
rate of 2.80%, payable semi-annually in arrears on May 19 and November 19. The
Senior Notes mature November 19, 2031. We were in compliance with the covenants
of the Senior Notes as of September 30, 2022. No events of default occurred
during the three and nine months ended September 30, 2022.

Rating agencies. There has been no change to Primerica, Inc. Primerica Life’s senior note ratings or financial strength ratings since December 31, 2021.

Surplus Note. Vidalia Re issued the Surplus Note in exchange for the LLC Note as
a part of the Vidalia Re Redundant Reserve Financing Transaction. The Surplus
Note has a principal amount equal to the LLC Note and is scheduled to mature on
December 31, 2030. For more information on the Surplus Note, see Note 12 (Debt)
to our unaudited condensed consolidated financial statements included elsewhere
in this report.

Off-Balance Sheet Arrangements. We have no transactions, agreements or other
contractual arrangements to which an entity unconsolidated with the Company is a
party, under which the Company maintains any off-balance sheet obligations or
guarantees as of September 30, 2022.

Credit Facility Agreement. We maintain an unsecured $200.0 million Revolving
Credit Facility with a syndicate of commercial banks that has a scheduled
termination date of June 22, 2026. Amounts outstanding under the Revolving
Credit Facility bear interest at a periodic rate equal to the London Interbank
Offered Rate ("LIBOR") or the base rate, plus in either case an applicable
margin. The Revolving Credit Facility contains language that allows for the
Company and the lenders to agree on a comparable or successor reference rate in
the event LIBOR is no longer available. The Revolving Credit Facility also
permits the issuance of letters of credit. The applicable margins are based on
our debt rating with such margins for LIBOR rate loans and letters of credit
ranging from 1.000% to 1.625% per annum and for base rate loans ranging from
0.000% to 0.625% per annum. Under the Revolving Credit Facility, we incur a
commitment fee that is payable quarterly in arrears and is determined by our
debt rating. This commitment fee ranges from 0.100% to 0.225% per annum of the
aggregate $200.0 million commitment of the lenders under the Revolving Credit
Facility. During the three and nine months ended September 30, 2022, no amounts
were drawn under the Revolving Credit Facility and we were in compliance with
the covenants. Furthermore, no events of default occurred under the Revolving
Credit Facility during the three and nine months ended September 30, 2022.

Update of contractual obligations. There have been no material changes in contractual obligations from those disclosed in the 2021 Annual Report.

                                       50
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           CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS

Investors are cautioned that certain statements contained in this report as well
as some statements in periodic press releases and some oral statements made by
our officials during our presentations are "forward-looking" statements.
Forward-looking statements include, without limitation, any statement that may
project, indicate or imply future results, events, performance or achievements,
and may contain the words "expect", "intend", "plan", "anticipate", "estimate",
"believe", "will be", "will continue", "will likely result", and similar
expressions, or future conditional verbs such as "may", "will", "should",
"would", and "could". In addition, any statement concerning future financial
performance (including future revenues, earnings or growth rates), ongoing
business strategies or prospects, and possible actions taken by us or our
subsidiaries are also forward-looking statements. These forward-looking
statements involve external risks and uncertainties, including, but not limited
to, those described under the section entitled "Risk Factors" included herein.

Forward-looking statements are based on current expectations and projections
about future events and are inherently subject to a variety of risks and
uncertainties, many of which are beyond the control of our management team. All
forward-looking statements in this report and subsequent written and oral
forward-looking statements attributable to us, or to persons acting on our
behalf, are expressly qualified in their entirety by these risks and
uncertainties. These risks and uncertainties include, among others:

Risks Related to Our Distribution Structure
•
Our failure to continue to attract new recruits, retain independent sales
representatives or license or maintain the licensing of independent sales
representatives would materially adversely affect our business, financial
condition and results of operations.
•
There are a number of laws and regulations that could apply to our independent
contractor distribution model, which could require us to modify our distribution
structure.
•
There may be adverse tax, legal or financial consequences if the independent
contractor status of independent sales representatives is overturned.
•
The Company's, the independent sales representatives', or the licensed health
insurance agents' violation of, or non-compliance with, laws and regulations and
related claims and proceedings could expose us to material liabilities.
•
Any failure to protect the confidentiality of client information could adversely
affect our reputation and have a material adverse effect on our business,
financial condition and results of operations.

Risks Related to Our Insurance Business and Reinsurance
•
Our life insurance business may face significant losses if our actual experience
differs from our expectations regarding mortality or persistency.
•
Our life insurance business is highly regulated, and statutory and regulatory
changes may materially adversely affect our business, financial condition and
results of operations.
•
A decline in the regulatory capital ratios of our insurance subsidiaries could
result in increased scrutiny by insurance regulators and ratings agencies and
have a material adverse effect on our business, financial condition and results
of operations.
•
A significant ratings downgrade by a ratings organization could materially
adversely affect our business, financial condition and results of operations.
•
The failure by any of our reinsurers or reserve financing counterparties to
perform its obligations to us could have a material adverse effect on our
business, financial condition and results of operations.

Risks Related to Our Investments and Savings Products Business
•
Our Investment and Savings Products segment is heavily dependent on mutual fund
and annuity products offered by a relatively small number of companies, and, if
these products fail to remain competitive with other investment options or we
lose our relationship with one or more of these companies, our business,
financial condition and results of operations may be materially adversely
affected.
•
The Company's or the securities-licensed independent sales representatives'
violations of, or non-compliance with, laws and regulations could expose us to
material liabilities.
•
If heightened standards of conduct or more stringent licensing requirements,
such as those adopted by the Securities and Exchange Commission ("SEC") and
those proposed or adopted by the Department of Labor ("DOL"), state legislatures
or regulators or Canadian securities and insurance regulators, are imposed on us
or the independent sales representatives, or selling compensation is reduced as
a result of new legislation or regulations, it could have a material adverse
effect on our business, financial condition and results of operations.
•
If our suitability policies and procedures, or our policies and procedures for
compliance with federal, state or provincial regulations governing standards of
care, were deemed inadequate, it could have a material adverse effect on our
business, financial condition and results of operations.
•
Non-compliance with applicable regulations could lead to revocation of our
subsidiary's status as a non-bank custodian.



                                       51
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Risks Related to Our Mortgage Distribution Business
•
Licensing requirements will impact the size of the mortgage loan sales force.
•
Our mortgage distribution business is highly regulated and subject to various
federal, state and provincial laws and regulations in the U.S. and Canada.
Changes in, non-compliance with, or violations of, such laws and regulations
could affect the cost or our ability to distribute our products and could
materially adversely affect our business, financial condition and results of
operations.

Risks Related to e-TeleQuote's Senior Health Insurance Distribution Business
•
Due to our very limited history with e-TeleQuote Insurance, Inc.
("e-TeleQuote"), we cannot be certain that its business strategy will be
successful or that we will successfully address the risks below or any other
risks not now known to us that may become material.
•
e-TeleQuote is highly regulated and subject to compliance requirements of the
United States government's Centers for Medicare and Medicaid Services ("CMS")
and those of its carrier partners. Non-compliance with, or violations of, such
requirements may harm its business, which could have a material adverse effect
on our business, financial condition and results of operations.
•
e-TeleQuote receives leads that are externally acquired from third-party vendors
and internally generated from marketing initiatives and receives referrals from
Primerica independent sales representatives. e-TeleQuote's business may be
harmed if it cannot continue to acquire or generate leads on commercially viable
terms, if it is unable to convert leads to sales at acceptable rates, if
Primerica independent sales representatives do not introduce consumers to
e-TeleQuote, or if policyholder retention is lower than assumed, any of which
could adversely impact our business.
•
If e-TeleQuote's ability to enroll individuals during the Medicare annual
election period is impeded, its business may be harmed which could adversely
impact our business, financial condition and results of operations.
•
e-TeleQuote's business is dependent on key carrier partners. The loss of a key
carrier partner, or the modification of commission rates or underwriting
practices with a key carrier partner, could harm its business which could
adversely impact our business, financial condition and results of operations.

Risks Related to Economic Downcycles, Public Health Crises or Catastrophes, and
Disaster
•
The effects of economic down cycles, issues affecting the national and/or global
economy or global geopolitical event(s) could materially adversely affect our
business, financial condition and results of operations.
•
Major public health pandemics, epidemics or outbreaks, such as, the COVID-19
pandemic, or other catastrophic events, could materially adversely impact our
business, financial condition and results of operations.
•
In the event of a disaster, our business continuity plan may not be sufficient,
which could have a material adverse effect on our business, financial condition
and results of operations.

Risks Related to Information Technology and Cybersecurity
•
If one of our, or a third-party partner's, significant information technology
systems fails, if its security is compromised, or if the Internet becomes
disabled or unavailable, our business, financial condition and results of
operations may be materially adversely affected.
•
The current legislative and regulatory climate with regard to privacy and
cybersecurity may adversely affect our business, financial condition, and
results of operations.
•
e-TeleQuote's security measures designed to protect against breaches of security
and other interference with its systems and networks are not fully mature. If
e-TeleQuote is subject to cyber-attacks or security breaches or is otherwise
unable to safeguard the security and privacy of confidential data, including
personal health information, e-TeleQuote's business may be harmed, which could
have a material adverse effect on our business, financial condition and results
of operations.

Financial Risks Affecting Our Business
•
Credit deterioration in, and the effects of interest rate fluctuations on our
invested asset portfolio and other assets that are subject to changes in credit
quality and interest rates could materially adversely affect our business,
financial condition and results of operations.
•
Valuation of our investments and the determination of expected credit losses
when the fair value of our available-for-sale invested assets is below amortized
cost are both based on estimates that may prove to be incorrect.
•
Changes in accounting standards can be difficult to predict and could adversely
impact how we record and report our financial condition and results of
operations.
•
The inability of our subsidiaries to pay dividends or make distributions or
other payments to us in sufficient amounts would impede our ability to meet our
obligations and return capital to our stockholders.

Risks related to legislative and regulatory changes

                                       52
--------------------------------------------------------------------------------

We are subject to various federal, state and provincial laws and regulations in
the United States and Canada, changes in which may require us to alter our
business practices and could materially adversely affect our business, financial
condition and results of operations.
•
The current legislative and regulatory climate with regard to financial services
may adversely affect our business, financial condition, and results of
operations.
•
Medicare Advantage is a product legislated and regulated by the United States
government. If the enabling legislation and regulation or implementing guidance
issued by CMS change, e-TeleQuote's business may be harmed, which could have a
material adverse effect on our business, financial condition and results of
operations.

General Risk Factors
•
Litigation and regulatory investigations and actions may result in financial
losses and harm our reputation.
•
A significant change in the competitive environment in which we operate could
negatively affect our ability to maintain or increase our market share and
profitability.
•
The loss of key employees could negatively affect our financial results and
impair our ability to implement our business strategy.
•
Prohibitions on our ability to establish our own COVID-19 protocols or
government imposed COVID-19 vaccine mandates could have a material adverse
impact on our business and results of operations.
•
We may be materially adversely affected by currency fluctuations in the United
States dollar versus the Canadian dollar.
•
Any acquisition of or investment in businesses that we may undertake that does
not perform as we expect or that is difficult for us to integrate could
materially adversely impact our business, financial condition and results of
operations.
•
The market price of our common stock may fluctuate.

Developments in any of these areas could cause actual results to differ materially from those anticipated or projected or cause a significant reduction in the market price of our common stock.

The foregoing list of risks and uncertainties may not contain all of the risks
and uncertainties that could affect us. In addition, in light of these risks and
uncertainties, the matters referred to in the forward-looking statements
contained in this report may not in fact occur. Accordingly, undue reliance
should not be placed on these statements. We undertake no obligation to publicly
update or revise any forward-looking statements as a result of new information,
future events or otherwise, except as otherwise required by law.

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