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): October 10, 2006
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)
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 1.01. Entry into a Material Definitive Agreement.
See disclosure under Item 2.03 of this Current Report, which is
incorporated by reference in this Item 1.01.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
On October 10, 2006, Conseco, Inc. (the "Company") closed its
previously announced amendment of its senior secured credit facility. A copy of
the Company's press release is filed as Exhibit 99.1 to this Current Report on
Form 8-K.
The amendment of the senior credit facility provides for, among other
things:
o An increase in the principal amount of the facility from $478 million
to $675 million, with the proceeds from the amendment being used to
strengthen the capital of the Company's insurance subsidiaries;
o An extension of the maturity date from 2010 to 2013;
o An interest rate of 200 basis points over LIBOR, an increase of 25
basis points over the prior facility;
o Less restrictive financial covenants and increased flexibility for the
Company to enter into capital markets transactions.
The foregoing description of the amendment to the senior credit
facility does not purport to be complete and is qualified in its entirety by
reference to the Second Amended and Restated Credit Agreement dated as of
October 10, 2006 among Conseco, Inc., Bank of America, N.A., as Agent, JPMorgan
Chase Bank, N.A., as Syndication Agent, and other parties, which is attached
hereto as Exhibit 10.1.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
10.1 Second Amended and Restated Credit Agreement dated as of October 10,
2006 among Conseco, Inc., Bank of America, N.A., as Agent, JPMorgan
Chase Bank, N.A., as Syndication Agent, and other parties.
99.1 Press release of Conseco, Inc. issued October 10, 2006.
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.
October 11, 2006
By: /s/ John R. Kline
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John R. Kline
Senior Vice President and
Chief Accounting Officer