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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) April 29, 1998
GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY
(Exact name of registrant as specified in its charter)
Colorado 333-1173 84-0467907
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
8515 East Orchard Road, Englewood, Colorado 80111
(Address of principal executive offices) (Zip Code)
(303) 689-3000
(Registrant's telephone number, including area code)
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(Former name or former address, if changed since last report.)
ITEM 5. OTHER EVENTS.
On April 29, 1998, Great-West Life & Annuity Insurance Company ("GWL&A") entered
into a Stock Purchase Agreement (the "Agreement") with Anthem Companies, Inc.
("Anthem"). The Agreement provides that, subject to the satisfaction of the
terms and conditions therein, including federal and state regulatory approvals,
GWL&A will purchase all of the outstanding shares of Anthem's subsidiary, Anthem
Health & Life Insurance Company ("AHLIC") of Piscataway, New Jersey. It is
intended that the transaction will close on or about June 30, 1998.
The purchase price for the AHLIC shares will be based on the adjusted book value
of AHLIC at closing, currently estimated to be approximately $100,000,000. The
purchase price is subject to certain post-closing adjustments.
As part of the transaction, Anthem will cause certain business to be transferred
to AHLIC, including certain group life and health business of two of Anthem's
subsidiaries - Anthem Life Insurance Company, a Texas company, and Anthem Life
Insurance Company of California, a California company. In addition, under a
separate agreement to be entered into at or prior to closing, GWL&A or its
subsidiary will reinsure certain business of Anthem's affiliate, Anthem Health &
Life Insurance Company of New York.
On April 29, 1998, GWL&A issued a press release announcing the execution of the
Agreement. A copy of the press release is filed as an exhibit hereto and is
incorporated by reference herein.
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.
Date: May 14, 1998
GREAT-WEST LIFE & ANNUITY
INSURANCE COMPANY
By:_/s/ Mitchell T.G. Graye__
Name: Mitchell T.G. Graye
Title: Senior Vice President,
Chief Financial Officer