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 and Exchange Act of 1934
Date of Report: February 19, 1997
ACORDIA, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
1-11446
(Commission File Number)
31-127880
(IRS Employer Identification Number)
120 Monument Circle
Indianapolis, Indiana 46204
(Address of principal executive offices and zip code)
(317) 488-6666
(Registrant's telephone number, including area code)
ITEM 5. OTHER EVENTS
On February 6, 1997, the registrant issued a News Release in which the
Board of Directors of the registrant announced that its review of the 1997
business plan has led to a decision to undertake a strategic review to access
the changes occurring in the health care industry and the potential implications
of those changes on the registrant's relationship with its majority stockholder,
Anthem Insurance Companies, Inc. ("Anthem"). The registrant's Board has been
informed by Anthem that Anthem is similarly undertaking its own strategic
review, which includes an analysis of its business relationship with and
investment in the registrant. Anthem further informed the registrant that
Anthem has retained Credit Suisse First Boston to assist Anthem in this
analysis.
The registrant's Board has created a special committee made up of all of
the independent members of the Board who are unaffiliated with Anthem or
registrant's management to evaluate any proposals made by or involving Anthem.
The special committee has been empowered to retain such financial or other
advisors as are necessary to assist it in that responsiblity. John C. Crane,
Chairman of the registrant's Audit and Finance Committee, will chair the special
committee. The registrant, through the special committee and management, has
agreed to cooperate with Anthem and its advisors.
Anthem has informed the registrant that no decision has as yet been made
by Anthem as to which, if any, changes it believes should be made with respect
to its business relationship with and investment in the registrant. As part of
the reevaluation process, Credit Suisse First Boston has been asked to explore
the possible sale of the registrant's property and casualty brokerage business
and the possible reorganization of the registrant's health business.
A copy of that News Release is filed herewith as Exhibit 99.1 and is
incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
--------
Exhibit No. Description
- ----------- -----------
99.1 News Release of the registrant dated February 6, 1997.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant had duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ACORDIA, INC.
/S/ Keith A. Maib
-----------------
Keith A. Maib
Executive Vice President and
Chief Financial Officer
Date: February 19, 1997
EXHIBIT INDEX
Exhibit No. Description Page No.
- ----------- ----------- --------
99.1 News Release of the 5
registrant dated
February 6, 1997