8-K 1 form8k.txt FORM 8-K ________________________________________________________________________________ UNITED STATES 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 31, 2006 ___________________ SCOTTISH RE GROUP LIMITED (Exact name of registrant as specified in its charter) ___________________ Cayman Islands 001-16855 98-0362785 (State or Other Jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation) Identification No.) P.O. Box HM 2939 Crown House, Third Floor, 4 Par-la-Ville Road Hamilton HM12 Bermuda N/A (Address of Principal Executive Offices) (Zip Code) (441) 295-4451 Registrant's telephone number, including area code N/A (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 2.02. Results of Operations and Financial Condition. On July 31, 2006, Scottish Re Group Limited (the "Company") issued a press release announcing that, based on preliminary estimates available at that time, it expected to report a net operating loss available to ordinary shareholders of approximately $130 million for the second quarter ended June 30, 2006. A copy of the press release is attached hereto as Exhibit 99.1. Item 7.01. Regulation FD Disclosure. On August 1, 2006, the Company issued a press release in response to ratings actions taken by A.M. Best Co., Fitch Ratings, Moody's Investor Service, and Standard & Poor's Rating Services. A copy of the press release is attached hereto as Exhibit 99.2. The information set forth above, including the press releases attached hereto as Exhibits 99.1 and 99.2, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing. Item 9.01. Financial Statements and Exhibits. (c) Exhibits. 99.1 Press Release issued by Scottish Re Group Limited on July 31, 2006. 99.2 Press Release issued by Scottish Re Group Limited on August 1, 2006. 2 SIGNATURE 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. SCOTTISH RE GROUP LIMITED By: /s/ Nathan V. Gemmiti ------------------------------ Nathan V. Gemmiti General Counsel Dated: August __, 2006 3 INDEX TO EXHIBITS Number Description ------ ----------- 99.1 Press Release issued by Scottish Re Group Limited on July 31, 2006. 99.2 Press Release issued by Scottish Re Group Limited on August 1, 2006. 4