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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 17, 2005
REGAN HOLDING CORP.
(Exact name of registrant as specified in its charter)
California 000-19704 68-0211359
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
2090 Marina Avenue
Petaluma, California 94954
(Address of principal executive offices)
(707) 778-8638
(Registrant's telephone number, including area code)
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 (see General Instruction A.2.):
[ ] 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))
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Item 2.01 Completion of Acquisition or Disposition of Assets.
On November 17, 2005, Regan Holding Corp. (the "Seller") entered into an amended
and restated sale/leaseback agreement (the "Agreement") with Basin Street
Properties (the "Buyer"). Pursuant to the terms of the Agreement, the Seller
agreed to sell its office buildings in Petaluma, California to the Buyer for a
purchase price of $12.8 million. The Seller and Buyer further agreed to enter
into a ten year lease agreement, concurrently with the sale of the buildings,
whereby the Seller is leasing back (i) 71,612 square feet for a period not to
exceed eighteen months and (ii) between 35,612 and 51,612 square feet for the
remainder of the lease term. The monthly base rent will be $1.25 per square foot
and will increase annually by three percent during the term of the lease, in
addition to monthly taxes and operating expenses. The closing of the
sale/leaseback of the buildings occurred on November 18, 2005. Pursuant to the
terms of the lease, the Seller paid the buyer a security deposit of $1.0 million
and advance rent of $980,000. The advance rent will be utilized to pay the
monthly base rent, monthly taxes and operating expenses during the first nine
months of the lease term. The security deposit will be reduced if the Seller
meets certain profitability criteria as specified in the Agreement.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
See Item 2.01 above.
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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.
REGAN HOLDING CORP.
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(Registrant)
Date: November 22, 2005 /s/ R. Preston Pitts
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R. Preston Pitts
President, Chief Financial Officer and
Chief Operating Officer