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 29, 2006
FINANCIAL INDUSTRIES CORPORATION
(Exact Name of Registrant as Specified in Charter)
TEXAS 0-4690 74-2126975
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
6500 RIVER PLACE BOULEVARD, BUILDING I, AUSTIN, TEXAS 78730
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number (including area code): (512) 404-5000
N/A
(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:
[_] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS
Completion of Sale of Family Life Insurance Company
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On December 29, 2006, Financial Industries Corporation ("FIC")
completed the previously announced sale of its wholly owned subsidiary, Family
Life Insurance Company ("Family Life"), to The Manhattan Life Insurance Company
following receipt of approval for the transaction from the Texas Department of
Insurance. A copy of the press release announcing the completion of the sale is
filed as Exhibit 99.1 to this report.
The cash purchase price for Family Life was $28.0 million, subject to
certain post-closing adjustments. As part of the transaction, FIC acquired from
Family Life 324,320 shares of the FIC common stock that was owned by Family
Life. Proceeds from the sale will be used to improve FIC's capital structure by
retiring approximately $15.4 million of intercompany debt and for general
corporate purposes.
Pro forma financial information that reflects the foregoing transaction
will be filed by amendment to this report on Form 8-K on or before March 19,
2007.
ITEM 8.01 OTHER EVENTS
Notice of Annual Meeting Mailed to Shareholders
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On December 29, 2006, Financial Industries Corporation mailed a Notice
of Annual Meeting to its shareholders pursuant to Article 2.25 of the Texas
Business Corporation Act. A copy of the notice is furnished as Exhibit 99.2 to
this report.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
Exhibit 99.1 Press Release of Financial Industries Corporation
dated December 29, 2006
Exhibit 99.2 Notice of Annual Meeting of Shareholders dated
December 29, 2006
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SIGNATURES
Pursuant to 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.
Financial Industries Corporation
By: /s/ Michael P. Hydanus
--------------------------------
Name: Michael P. Hydanus
Title: Interim President and CEO
Date: December 29, 2006
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