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): February 12, 2004
Scottish Re Group Limited
(Exact Name of Registrant as Specified in its Charter)
Cayman Islands
(State or Other Jurisdiction of Incorporation)
001-16855 N/A
(Commission File Number) (I.R.S. Employer
Identification Number)
(441) 295-4451
(Registrant's Telephone Number, Including Area Code)
P.O. Box HM 2939
Crown House, Third Floor, 4 Par-la-Ville Road
Hamilton HM12, Bermuda N/A
(Address of Principal Executive Offices) (Zip Code)
(Former Name or Former Address, if Changed Since Last Report)
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
99.1 Press Release issued by Scottish Re Group Limited on February 12,
2004.
99.2 Transcript of Earnings Release Conference Call held on February
12, 2004.
Item 12. Results of Operations and Financial Condition.
On February 12, 2004, Scottish Re Group Limited (the "Company") issued a
press release announcing its results of operations for the year ended December
31, 2003. A copy of the press release is attached hereto as Exhibit 99.1.
On February 12, 2004 the Company conducted a conference call regarding the
results of operations for the year ended December 31, 2003. A copy of the
transcript of this conference call is attached hereto as Exhibit 99.2. The
furnishing of the conference call transcript shall not be deemed to be an
admission of the Company that any of the material contained in it is material
information of a financial or statistical nature relating to the quarter just
ended.
The information in this Form 8-K and the Exhibits attached hereto shall not
be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934 (the "Exchange Act") or otherwise subject to the liabilities of that
section, nor shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933 or the Exchange Act, except as expressly set forth by
specific reference in such a filing.
Certain statements included in the press release that are not strictly
historical may be "forward-looking statements" within the meaning of the federal
securities laws. The management of Scottish Re Group Limited cautions that
forward-looking statements are not guarantees, and that actual results could
differ materially from those expressed or implied in the forward-looking
statements. Important events that could cause the actual results of operations
or financial condition of the Company to differ include, but are not necessarily
limited to, the Company's ability to attract clients and generate business; the
competitive environment; the Company's ability to underwrite business;
performance of outside service providers; mortality risk; surrender risk;
investment risk (including asset value risk, reinvestment risk and
disintermediation risk); the impact of unforeseen economic changes (such as
changes in interest rates, currency exchange rate, inflation rates, recession
and other external economic factors); the impact of terrorist activities on the
economy, the insurance and related industries in general and the Company in
particular; regulatory changes (such as changes in U.S. tax law and insurance
regulation which directly affect the competitive environment for the company's
products); rating agency policies and practices; and loss of key executives.
Investors are also directed to consider the risks and uncertainties discussed in
documents filed by the Company with the Securities and Exchange Commission.
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.
SCOTTISH RE GROUP LIMITED
By: /s/ Elizabeth A. Murphy
Elizabeth A. Murphy
Chief Financial Officer
Dated: February 23, 2004
INDEX TO EXHIBITS
Number Description
- ------ -----------
99.1 Press Release issued by Scottish Re Group Limited on February 12,
2004.
99.2 Transcript of Earnings Release Conference Call held on February 12,
2004.