UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of
the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): June 22, 2004
CONSECO, INC.
(Exact name of registrant as specified in its charter)
Delaware 001-31792 75-3108137
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
organization)
11825 North Pennsylvania Street
Carmel, Indiana 46032
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(Address of principal executive offices) (Zip Code)
(317) 817-6100
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name or former address,
if changed since last report)
Item 5. Other Events.
On June 22, 2004, Conseco, Inc. (the "Company") announced the completion of its
$800 million bank refinancing and recapitalization. A copy of the Company's
press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
10.1 Credit Agreement dated as of June 22, 2004 among Conseco, Inc.,
Bank of America, N.A., as Agent, and other financial
institutions.
10.4 Guarantee and Security Agreement dated as of June 22, 2004 among
Conseco, Inc., the Subsidiary Guarantors Party Thereto and Bank
of America, N.A., as Agent.
99.1 Press release of Conseco, Inc. issued June 22, 2004.
99.2 Press release of Conseco, Inc. issued June 23, 2004.
Item 9. Regulation FD Disclosure.
On June 23, 2004, the Company issued a press release to announce that it has
declared a dividend on the outstanding shares of Class B 5.50% Mandatorily
Convertible Preferred Stock. The Company also announced that its annual meeting
of shareholders will be held on August 24, 2004. A copy of the Company's press
release is filed as Exhibit 99.2 to this Current Report on Form 8-K.
SIGNATURES
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.
CONSECO, INC.
June 23, 2004
By: /s/ John R. Kline
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John R. Kline
Senior Vice President and
Chief Accounting Officer