\
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 22, 2009
![color logo](https://capedge.com/proxy/8-K/0001224608-09-000073/logo.jpg)
CONSECO, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware | 001-31792 | 75-3108137 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
11825 North Pennsylvania Street
Carmel, Indiana 46032
(Address of Principal Executive Offices) (Zip Code)
(317) 817-6100
(Registrant’s telephone number, including area code)
Not Applicable
(Former Name or Former Address, if Changed Since
Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 7.01. | Regulation FD Disclosure. |
On December 22, 2009, Conseco, Inc. (the “Company”) announced that it has completed its previously announced public offering. In the public offering, Conseco issued and sold 49,500,000 shares of its common stock at a public offering price of $4.75 per share, including 4,500,000 shares issued and sold to the underwriters to cover over-allotments. The net proceeds to the Company from this offering, after deducting underwriting commissions and discounts and estimated offering expenses, totaled approximately $222.7 million. The Company used approximately $161.4 million of the net proceeds from the offering to reduce its indebtedness under its senior credit agreement and the remaining net proceeds will be used by the Company for general corporate purposes. A copy of the Company's press release is attached hereto as Exhibit 99.1.
The information contained under Item 7.01 in this Current Report on Form 8-K (including Exhibit 99.1) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information contained in this Current Report on Form 8-K shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.
Item 9.01(d). | Financial Statements and Exhibits. |
The following material is furnished as an exhibit to this Current Report on Form 8-K:
99.1 | Press release of Conseco, Inc. dated December 22, 2009. |
- 2 - -
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
CONSECO, INC. | |||
Date: December 22, 2009 | |||
By: | /s/ John R. Kline | ||
John R. Kline | |||
Senior Vice President and Chief Accounting Officer | |||
- 3 - -