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): August 30, 2019
NATIONAL GENERAL HOLDINGS CORP.
(Exact name of registrant as specified in its charter)
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| Delaware | | 001-36311 | | 27-1046208 |
(State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (I.R.S. Employer Identification Number) |
59 Maiden Lane, 38th Floor
New York, New York 10038
(Address of principal executive offices) (zip code)
(212) 380-9500
(Registrant’s telephone number, including area code)
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:
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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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| Title of Each Class | | Trading Symbol(s) | | Name of Each Exchange on Which Registered |
| Common Stock, par value $0.01 per share | | NGHC | | Nasdaq Global Select Market |
| 7.50% Non-Cumulative Preferred Stock, Series A | | NGHCP | | Nasdaq Global Select Market |
| Depositary Shares, Representing 1/40th of a Share of 7.50% Non-Cumulative Preferred Stock, Series B | | NGHCO | | Nasdaq Global Select Market |
| Depositary Shares, Representing 1/40th of a Share of 7.50% Non-Cumulative Preferred Stock, Series C | | NGHCN | | Nasdaq Global Select Market |
| 7.625% Subordinated Notes due 2055 | | NGHCZ | | Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act (§240.12b-2 of this chapter).
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
On August 30, 2019, National General Holdings Corp. (the “Company”) entered into a share purchase agreement, pursuant to which, subject to the satisfaction or waiver of the conditions set forth therein, a subsidiary of the Company agreed to sell its Euro Accident Health and Care Insurance Sweden operation, to an investor group arranged by Impilo AB, a Swedish investment company focused on Nordic healthcare investments. The estimated sale price for this transaction is $138 million. Since this transaction is based in Swedish Krona (SEK) and will reflect certain closing adjustments, the final price will vary accordingly. The transaction is expected to close in late 2019 or early 2020, subject to customary closing conditions and regulatory approvals.
On September 3, 2019, the Company issued a press release, announcing the execution of the share purchase agreement. A copy of the press release is filed as Exhibit 99.1 to this Form 8-K.
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| Item 9.01 | Financial Statements And Exhibits. |
(d) Exhibits.
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| Exhibit Number | | Description |
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| 104 | | The Cover Page from the Company’s Current Report on Form 8-K dated August 30, 2019, formatted in Inline XBRL. |
SIGNATURE
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.
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| | | | | NATIONAL GENERAL HOLDINGS CORP. |
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| Date: September 3, 2019 | | | | By: | | /s/ Jeffrey Weissmann |
| | | | | | | Jeffrey Weissmann |
| | | | | | | General Counsel and Secretary |
