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): November 4, 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 N/A
Hamilton HM12, Bermuda (Zip Code)
(Address of Principal Executive Offices)
(Former Name or Former Address, if Changed Since Last Report)
Item 2.02. Results of Operations and Financial Condition.
On November 4, 2004, Scottish Re Group Limited (the "Company") issued
a press release announcing its results of operations for the quarter ended
September 30, 2004. A copy of the press release is attached hereto as Exhibit
99.1.
On November 4, 2004, the Company conducted a conference call regarding
the results of operations for the quarter ended September 30, 2004. 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 and the conference
call transcript that are not strictly historical may be "forward-looking
statements" within the meaning of the federal securities laws. The management of
the Company 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 rates, 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.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
99.1 Press Release issued by Scottish Re Group Limited on November 4,
2004.
99.2 Transcript of Earnings Release Conference Call held on November
4, 2004.
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/ Paul Goldean
----------------
Paul Goldean
Executive Vice President and General
Counsel
Dated: November 9, 2004
INDEX TO EXHIBITS
Number Description
- ----- -----------
99.1 Press Release issued by Scottish Re Group Limited on November 4,
2004.
99.2 Transcript of Earnings Release Conference Call held on November
4, 2004.