-----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, V26Eod8RiolKhUYLg4MQLzlMZ8RPsT8rHfRxgBurejfKIH5cAZdcRAztHQJrKnS9 Zfw0Np1G/0r5YwfBKIJqYw== 0001144204-06-036446.txt : 20060830 0001144204-06-036446.hdr.sgml : 20060830 20060830170152 ACCESSION NUMBER: 0001144204-06-036446 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060824 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060830 DATE AS OF CHANGE: 20060830 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STRATEGY INTERNATIONAL INSURANCE GROUP INC CENTRAL INDEX KEY: 0001249869 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 161644353 STATE OF INCORPORATION: TX FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-106637 FILM NUMBER: 061065986 BUSINESS ADDRESS: STREET 1: 200 YORKLAND BLVD. STREET 2: STE. 710 CITY: TORONTO STATE: A6 ZIP: M2J5C1 BUSINESS PHONE: 2812556256 MAIL ADDRESS: STREET 1: 200 YORKLAND BLVD. STREET 2: STE. 710 CITY: TORONTO STATE: A6 ZIP: M2J5C1 FORMER COMPANY: FORMER CONFORMED NAME: CI SELL CARS INC DATE OF NAME CHANGE: 20030628 8-K 1 v051812_8k.htm Unassociated Document
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): August 24, 2006

__________________

STRATEGY INTERNATIONAL INSURANCE GROUP, INC.
(Exact Name of Registrant as Specified in Charter)
__________________

STATE OF TEXAS
(State or Other Jurisdiction
of Incorporation)
333-106637
(Commission File Number)
16-1644353
(I.R.S. Employer
Identification No.)


200 Yorkland Blvd., Suite 710, Toronto, Ontario, M2J5C1, Canada
(Address of Principal Executive Offices)

(416) 496-9988
(Registrant’s telephone number, including area code)

(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:
 
o  
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o  
Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))
 
o  
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o  
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 



Item 1.01 Entry into Material Definitive Agreement
 
In a press release issued August 24, 2006 and attached hereto as Exhibit 99.1, Strategy International Insurance Group, Inc. (the “Company”) announced that it and certain of its affiliates have entered into a letter of intent dated as of August 18, 2006 with various entities affiliated with Shell Vacations, Inc., GVEC Resource Inc. and certain hedge funds relating to the Shell Vacation projects in Waikiki, Hawaii, Napa, California and Whistler, British Columbia (collectively the “Parties”). The letter of intent provides for transfer of the interests in the Shell Vacation projects held by the Company and certain of its affiliates in exchange for a cash payment, the mutual release of the Parties from any further obligations with respect to the Shell Vacation projects and the dismissal of all litigation among the Parties which relate to the Shell Vacation projects. The transactions and arrangements contemplated by the letter of intent are subject to the Parties agreeing to mutually satisfactory definitive documentation. The letter of intent also provides that the Parties will use their best efforts to complete the definitive documentation on or about September 6, 2006.

Item 9.01 Financial Statements and Exhibits
 
(a)
Not applicable
 
 
(b)
Not applicable
   
(c)
Not applicable
   
(d)
The following exhibit is filed as part of this report:
   
 
Exhibit 99.1      Press Release of Strategy International Insurance Group, Inc. dated August 24, 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.
 
Date: August 30, 2006
   
  STRATEGY INTERNATIONAL INSURANCE GROUP, INC.
  (Registrant)
     
     
By:
/s/ Stephen Stonhill                    
   
Name: Stephen Stonhill
   
Title: Chief Executive Officer


 


 
EXHIBIT INDEX

Number
Exhibit
   
99.1
Press Release of Strategy International Insurance Group, Inc. dated August 24, 2006
 
EX-99.1 2 v051812_ex99-1.htm
Strategy International Announces Signing of Letter of Intent 
 
TORONTO, ONTARIO -- (MARKET WIRE) -- 08/24/06 -- Strategy International Insurance Group, Inc. (OTCBB: SGYI), which through a wholly-owned subsidiary, is a provider of specialty lines of insurance, reinsurance and structured risk underwriting focusing on credit risk and credit enhancement, announced today that the company entered into a Letter of Intent on August l8th with various entities affiliated with Shell Vacations, Inc., GVEC Resource Inc. and certain hedge funds relating to the Shell Vacation projects in Waikiki, Hawaii, Napa, California and Whistler, British Columbia. The Letter of Intent, among other things, provides for the transfer of the interests in the projects held by the various Strategy entities for a cash payment, the release of the Strategy entities from any further obligations with respect to the projects and the dismissal of all litigation among the various parties which relate to the projects. The transactions and arrangements contemplated by the Letter of Intent are subject to the parties agreeing to mutually satisfactory definitive documentation. The Letter of Intent also provides that the parties will use their best efforts to complete the definitive documentation on or about September 6, 2006.
 
"We have been working on this issue since April and it has consumed much of our time and effort. With the signing of the Letter of Intent we will be better able to focus our energy on future business opportunities," said Lou Lettieri, Chief Financial Officer.
 
Commenting on this announcement, Stephen Stonhill, Chief Executive Officer of Strategy International Insurance Group, Inc. stated, "With this agreement in place, we are in a better position to pursue other initiatives in our core insurance division."
 
About Strategy International Insurance Group, Inc.
 
Strategy International Insurance Group, Inc., (http://www.sgyi.com) a Texas corporation is a publicly traded holding company for a group of financial service companies that are located throughout the world. Strategy Holding Company Limited, a wholly-owned subsidiary is the parent company for a group of insurance related organizations whose operating subsidiaries include Strategy Insurance Limited of Barbados, Strategy Insurance (Canada) Limited and Strategy Underwriting Agency Limited. Strategy Holding Company Limited owns all of the insurance operations of which the key operating insurance company is Strategy Insurance Limited. Strategy Insurance Limited was incorporated in Barbados on December 23, 2003 and was granted a license under the Barbados Exempt Insurance Act on March 25, 2004. Strategy Insurance Limited is Strategy International Insurance Group, Inc.'s key operating insurance company.
 
Forward-Looking Statement
 
Statements in this press release which are not historical in nature are intended to be forward-looking statements made in reliance on the "safe harbor" of the Securities Exchange Act of 1934. The Company cautions that forward-looking statements involve risks and uncertainties that may cause actual results to differ materially from those expressed or implied in such statements. When used in this press release, words including "anticipate", "believe", "estimate", "expect", "intend", "will", "could", "may" and similar expressions, as they relate to the Company or the Company's management identify forward- looking statements. Such forward-looking statements are based on the beliefs of, as well as assumptions made by and information currently available to, the Company. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors, including but not limited to, domestic and international business, economic and political conditions and developments, competitive factors, pricing pressures, capacity and factors affecting the insurance industry. Readers are cautioned not to place undue reliance on these forward-looking statements. The Company does not undertake any obligation to update or revise any forward-looking statement.
 
Contacts:
Wellington-Cooke Corporate Services
Investor Contact:
Patti Cooke
(416) 464-7484
pcooke@wellington-cooke.com
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