-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, E0Y8bdEP5LaRMMn2SryLIWDviSqQduDO9LRWsn+vrHUPaI+NisXWDrKNIiVEiHZq y4rBPkWypcboDCaFQI26BA== 0000950144-99-008832.txt : 19990715 0000950144-99-008832.hdr.sgml : 19990715 ACCESSION NUMBER: 0000950144-99-008832 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990707 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990714 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RISCORP INC CENTRAL INDEX KEY: 0001003957 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 650335150 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-27462 FILM NUMBER: 99664320 BUSINESS ADDRESS: STREET 1: ONE SARASOTA TOWER STREET 2: SUITE 608 CITY: SARASOTA STATE: FL ZIP: 34236 BUSINESS PHONE: 9419512022 MAIL ADDRESS: STREET 1: 1390 MAIN STREET CITY: SARASOTA STATE: FL ZIP: 34236 8-K 1 RISCORP, INC. 1 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): July 7, 1999 RISCORP, INC. (Exact name of registrant as specified in its charter) Florida 0-27462 65-0335150 - ------------------------------------------------------------------------------- (State or other (Commission (I.R.S. Employer jurisdiction of File Number) Identification No.) incorporation) 2 North Tamiami Trail, Suite 608 Sarasota, Florida 34236-5642 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (941) 366-5015 N/A ------------------------------------------------------------- (Former name or former address, if changed since last report) 2 ITEM 5. OTHER EVENTS. On July 13, 1999, RISCORP, Inc. issued a press release announcing that it has settled various claims arising out of the sale of substantially all of its assets to Zenith Insurance Company. The full text of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. No financial statements are required to be filed as part of this Report. The following exhibits are filed as part of this Report:
Exhibit No. Description ----------- ----------- 99.1 Press Release dated July 13, 1999.
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. RISCORP, inc. By: /s/ Walter E. Riehemann ----------------------------------------- Walter E. Riehemann Senior Vice President and General Counsel Dated: July 14, 1999 - 2 -
EX-99.1 2 PRESS RELEASE DATED JULY 13, 1999 1 EXHIBIT 99.1 Sarasota, Florida, July 13, 1999. RISCORP, Inc. (OTC) announced today the settlement of various claims arising out of the sale of substantially all of its assets to Zenith Insurance Company ("Zenith"). The terms of the settlement include, among other things, (i) the dismissal with prejudice of the lawsuits filed in the United States District Courts for the Southern District of New York and the Middle District of Florida, Tampa Division; (ii) the disbursement of the $12,800,000 in cash that has been held in escrow pursuant to the terms of the Asset Purchase Agreement, with $6,000,000 to be disbursed to Zenith and the balance to be disbursed to RISCORP; (iii) RISCORP's right to seek correction of alleged errors made by the neutral auditor in connection with its determination of certain reinsurance recoverable adjustments contained in the Final Business Balance Sheet; (iv) RISCORP's right to retain any proceeds received from the Florida Department of Labor (the "Florida DOL") in connection with RISCORP's request for a refund of $5,292,183 related to deductions for commissions with respect to gross premiums; (v) RISCORP's right to retain a portion of any additional refunds received from the Florida DOL related to deductions for premiums ceded to others; and (vi) the mutual release of all other claims and causes of action each party may have against the other through the date of the Settlement Agreement, except as expressly set forth therein. The parties have also agreed that, with certain limited exceptions, any future claim or controversy between the parties shall be submitted to binding arbitration pursuant to the procedures set forth in the Settlement Agreement. Mr. Frederick M. Dawson, President and Chief Executive Officer of RISCORP, stated "this settlement resolves substantially all of the outstanding claims previously asserted by either RISCORP or Zenith as a result of the sale to Zenith and represents further progress in our continuing effort to maximize value to our shareholders and effect an orderly winding up of the affairs of the corporation. We are pleased with the settlement of these issues on the terms set forth in the Settlement Agreement." The above press release contains statements that constitute "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1993, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The words "believe," "intend" and similar expressions and variations thereof identify certain of such forward-looking statements, which speak only as of the dates on which they were made. RISCORP, Inc. undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. Readers are cautioned that any such forward-looking statements are not guarantees of future performance or events and involve risks and uncertainties, and that actual results may differ materially from those indicated in the forward-looking statements as a result of various factors. Readers are cautioned not to place undue reliance on these forward-looking statements.
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