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): May 8, 2007
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.
On May 8, 2007, three insurance companies (Conseco Insurance Company,
Conseco Life Insurance Company and Washington National Insurance Company) in the
Conseco Insurance Group unit of Conseco, Inc. (the "Company"), entered into
agreements under which those insurance companies will coinsure, with an
effective date of January 1, 2007, most of their older inforce equity-indexed
annuity and fixed annuity business with Reassure America Life Insurance Company
("REALIC"), a subsidiary of Swiss Re Life & Health America Inc.
In the transaction, REALIC will pay a ceding commission of approximately
$76.5 million, 100% coinsure and administer these policies, and recognize policy
profits as they emerge over time. The Conseco companies will transfer to REALIC
approximately $3.0 billion of statutory policy and other reserves, as well as
the assets backing these policies. The transaction, which is subject to
insurance regulatory approval in several states, is expected to close prior to
December 31, 2007.
Conseco expects to record after-tax charges related to the transaction of
approximately $65 million, plus the block's earnings between the effective date
and the close of the transaction. We recognized $8.7 million of these charges in
the first quarter of 2007, related to impairment losses on the assets expected
to be transferred to REALIC at closing that were in an unrealized loss position
at March 31, 2007. The remaining charge, resulting principally from unrecovered
insurance intangibles, is expected to be recorded when the transaction closes.
The block's after-tax earnings for the first quarter of 2007 were approximately
$10 million. A copy of the Company's press release is attached hereto as Exhibit
99.1.
Item 2.02. Results of Operations and Financial Condition.
On May 8, 2007, the Company issued: (i) a press release announcing its
financial results for the quarter ended March 31, 2007, a copy of which is
attached hereto as Exhibit 99.2 and is incorporated herein by reference; and
(ii) additional financial information related to the Company's financial and
operating results for the quarter ended March 31, 2007, a copy of which is
attached hereto as Exhibit 99.3 and is incorporated herein by reference.
The information contained under Item 2.02 in this Current Report on Form
8-K (including Exhibits 99.2 and 99.3) is being furnished and shall not be
deemed "filed" for the purposes of Section 18 of the Securities and Exchange Act
of 1934, as amended (the "Exchange Act"), or otherwise subject to the
liabilities of that Section. The information contained in this Current Report on
Form 8-K shall not be incorporated by reference into any registration statement
or other document pursuant to the Securities Act of 1933, as amended, or the
Exchange Act, except as shall be expressly set forth by specific reference in
any such filing.
Item 9.01(d). Financial Statements and Exhibits.
The following materials are furnished as exhibits to this Current Report on
Form 8-K:
99.1 Press release dated May 8, 2007 related to coinsurance
agreements.
99.2 Press release dated May 8, 2007 related to financial results for
the quarter ended March 31, 2007.
99.3 First Quarter 2007 Financial and Operating Results for the
period ended March 31, 2007.
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.
May 9, 2007
By: /s/ John R. Kline
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John R. Kline
Senior Vice President and
Chief Accounting Officer