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):
March 28, 2002
STILWELL FINANCIAL INC.
(Exact name of company as specified in its charter)
DELAWARE 001-15253 43-1804048
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(State or other jurisdiction (Commission file (IRS Employer
of incorporation) number) Identification Number)
920 Main Street, 21st Floor, Kansas City, Missouri 64105
(Address of principal executive offices) (Zip Code)
Company's telephone number, including area code:
(816) 218 - 2400
Not Applicable
(Former name or former address if changed since last report)
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit No. Document
99.1 News release issued by Stilwell
Financial Inc., dated March 28, 2002,
announcing that Stilwell has elected to
finance, in cash, any zero-coupon
convertible notes, which are due April 30,
2031, that may be tendered for purchase
on April 30, 2002, and that Stilwell
agreed to sell 7.875% senior notes
totalling $137.5 million is attached
hereto as Exhibit 99.1.
99.2 Stilwell Financial Inc.'s notice to
holders of its zero-coupon convertible
notes due April 30, 2031 in connection
with the proposed purchase, in cash, of
any zero-coupon convertible notes tendered
by noteholders on April 30, 2002,
is attached hereto as Exhibit 99.2.
Item 9. Regulation FD Disclosure
Stilwell is furnishing under Item 9 of this Current Report on Form 8-K
the information included as Exhibit 99.1 and Exhibit 99.2 to this report.
Exhibit 99.1 is the news release issued by Stilwell, dated March 28,
2002, announcing that Stilwell has elected to finance any zero-coupon
convertible notes due April 30, 2031 (the "notes") that are tendered for
purchase on April 30, 2002, in cash, and that Stilwell agreed to sell 7.875%
senior notes totalling $137.5 million.
Exhibit 99.2 is the company notice sent by Stilwell to the holders of
its notes in connection with the proposed purchase, in cash, of any notes
tendered for purchase on April 30, 2002.
The information in this Current Report on Form 8-K, including the
exhibits, is furnished pursuant to Item 9 and shall not be deemed to be "filed"
for the purposes of Section 18 of the Securities Exchange Act of 1934 or
otherwise subject to the liabilities of that Section.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company
has duly caused this Report to be signed on its behalf by the undersigned
hereunto duly authorized.
Stilwell Financial Inc.
Date: March 28, 2002 By: /s/ Douglas E. Nickerson
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Douglas E. Nickerson
Vice President, Controller and Treasurer
(Principal Accounting Officer)