-----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, Q8Eb3zZETDd0DUmNHfN8Xq4DTLUGB8I7EgikMoHEz0z/b/h634tN9Pm9TK+taYwn aKeXHDq+1j9AdgAyLmgnFg== 0000814181-99-000004.txt : 19990118 0000814181-99-000004.hdr.sgml : 19990118 ACCESSION NUMBER: 0000814181-99-000004 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19990104 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990115 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PENN TREATY AMERICAN CORP CENTRAL INDEX KEY: 0000814181 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 231664166 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-14681 FILM NUMBER: 99507304 BUSINESS ADDRESS: STREET 1: 3440 LEHIGH ST CITY: ALLENTOWN STATE: PA ZIP: 18103 BUSINESS PHONE: 6109652222 MAIL ADDRESS: STREET 1: 3440 LEHIGH ST STREET 2: 3440 LEHIGH ST CITY: ALLENTOWN STATE: PA ZIP: 18103 8-K 1 FORM 8-K FOR PENN TREATY AMERICAN CORPORATION 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): January 4, 1999 Penn Treaty American Corporation -------------------------------- (Exact name of registrant as specified in its charter) Pennsylvania 0-15972 23-1664166 - ------------ ------- ---------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 3440 Lehigh Street, Allentown, Pennsylvania 18103 ------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (610) 965-2222 Not Applicable ------------- (Former name or former address, if changed since last report) Item 2. Acquisition or Disposition of Assets. On January 4, 1999, the Registrant consummated the purchase of all of the outstanding capital stock of United Insurance Group ("UIG") of South Lyon, Michigan, effective as of January 1, 1999, pursuant to a Stock Purchase Agreement with Patrick Patterson (the "Patterson Stock Purchase Agreement") and a Stock Purchase Agreement with Gregory Thaens (the "Thaens Stock Purchase Agreement"), both dated as of November 25, 1998. The purchase price for the transaction was $10,113,820 in cash and a three-year installment note for $8,077,700. UIG is now a wholly-owned subsidiary of the Registrant. In connection with the acquisition, UIG entered into an Employment Agreement with Patrick Patterson dated as of January 1, 1999 ("Employment Agreement"). Pursuant to the Employment Agreement, UIG agreed to employ Patrick Patterson as President and Chief Executive Officer of UIG for a term of three years. The Patterson Stock Purchase Agreement and the Thaens Stock Purchase Agreement were filed as Exhibits 99.2 and 99.3 to the Registrant's Current Report on Form 8-K dated November 25, 1998. Item 7. Financial Statements and Exhibits. (a) Not applicable. (b) Not applicable. (c) Exhibits. 99.1 Press Release dated December 2, 1998 (previously filed with the Commission on December 8, 1998 as Exhibit 99.1 to the Registrant's Current Report on Form 8-K, and on December 11, 1998 as Exhibit 99.1 to the Registrant's Current Report on Form 8-K/A, Commission File No. 001-14681, and incorporated by reference herein). 99.2 Stock Purchase Agreement between Patrick Patterson and Penn Treaty American Corporation dated as of November 25, 1998 (previously filed with the Commission on December 8, 1998 as Exhibit 99.2 to the Registrant's Current Report on Form 8-K, and on December 11, 1998 as Exhibit 99.2 to the Registrant's Current Report on Form 8-K/A, Commission File No. 001-14681, and incorporated by reference herein). 2 99.3 Stock Purchase Agreement between Gregory D. Thaens and Penn Treaty American Corporation dated as of November 25, 1998 (previously filed with the Commission on December 8, 1998 as Exhibit 99.3 to the Registrant's Current Report on Form 8-K, and on December 11, 1998 as Exhibit 99.3 to the Registrant's Current Report on Form 8-K/A, Commission File No. 001-14681, and incorporated by reference herein). 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. PENN TREATY AMERICAN CORPORATION Date: January 13, 1998 By: /s/ Cameron B. Waite ---------------------- Cameron B. Waite Chief Financial Officer EXHIBIT INDEX Exhibit Number Description 99.1 Press Release dated December 2, 1998 (previously filed with the Commission on December 8, 1998 as Exhibit 99.1 to the Registrant's Current Report on Form 8-K, and on December 11, 1998 as Exhibit 99.1 to the Registrant's Current Report on Form 8-K/A, Commission File No. 001-14681, and incorporated by reference herein). 99.2 Stock Purchase Agreement between Patrick Patterson and Penn Treaty American Corporation dated as of November 25, 1998 (previously filed with the Commission on December 8, 1998 as Exhibit 99.2 to the Registrant's Current Report on Form 8-K, and on December 11, 1998 as Exhibit 99.2 to the Registrant's Current Report on Form 8-K/A, Commission File No. 001-14681, and incorporated by reference herein). 99.3 Stock Purchase Agreement between Gregory D. Thaens and Penn Treaty American Corporation dated as of November 25, 1998 (previously filed with the Commission on December 8, 1998 as Exhibit 99.3 to the Registrant's Current Report on Form 8-K, and on December 11, 1998 as Exhibit 99.3 to the Registrant's Current Report on Form 8-K/A, Commission File No. 001-14681, and incorporated by reference herein). -----END PRIVACY-ENHANCED MESSAGE-----