0000914748-14-000017.txt : 20141016 0000914748-14-000017.hdr.sgml : 20141016 20141014100008 ACCESSION NUMBER: 0000914748-14-000017 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20141014 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20141014 DATE AS OF CHANGE: 20141014 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EVEREST REINSURANCE HOLDINGS INC CENTRAL INDEX KEY: 0000914748 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 223263609 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 033-71652 FILM NUMBER: 141154096 BUSINESS ADDRESS: STREET 1: 477 MARTINSVILLE RD STREET 2: PO BOX 830 CITY: LIBERTY CORNER STATE: NJ ZIP: 07938 BUSINESS PHONE: 9086043000 MAIL ADDRESS: STREET 1: 477 MARTINSVILLE RD STREET 2: PO BOX 830 CITY: LIBERTY CORNER STATE: NJ ZIP: 07938 FORMER COMPANY: FORMER CONFORMED NAME: PRUDENTIAL REINSURANCE HOLDINGS INC DATE OF NAME CHANGE: 19931115 8-K 1 holdings8k10142014.htm EVEREST REINSURANCE HOLDINGS, INC. 8-K holdings8k10142014.htm
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)
October 14, 2014
 
Everest Reinsurance Holdings, Inc.
(Exact name of registrant as specified in its charter)
 
Delaware
1-14527
23-3263609
 
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)
     
477 Martinsville Road
Post Office Box 830
Liberty Corner, New Jersey
07938-0830
 
(Address of principal executive offices)
(Zip Code)
 
Registrant’s telephone number, including area code 908-604-3000
 
 
Not Applicable
(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 (see General Instruction A.2. below):
 
[ ] 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 8.01
OTHER EVENTS
 
Effective May 3, 2007, Everest Reinsurance Holdings, Inc. (the “Company”) entered into a Replacement Capital Covenant (the “RCC”) in connection with the 6.60% Fixed to Floating Rate Long Term Subordinated Notes due May 1, 2067 (the “LoTSSM”), issued on May 3, 2007, for the benefit of persons that buy, hold or sell a specified series of the Company’s long-term indebtedness that ranks senior to the LoTSSM (the “Covered Debt”).
 
Under the terms of the RCC, the Company’s 6.20% Junior Subordinated Debt Securities due March 29, 2034 (the “JSDs”) (which were held by Everest Re Capital Trust II, the issuer of trust preferred securities due March 29, 2034) were initially designated as the Covered Debt.  As a result of the Company’s redemption of the JSDs, the Company’s 5.40% Senior Notes due October 15, 2014 (the “2014 Senior Notes”) became the Covered Debt with respect to, and in accordance with the terms of the RCC.
 
Effective upon the maturity of the 2014 Senior Notes on October 15, 2014, the Company’s 4.868% Senior Notes due June 1, 2044 will become the Covered Debt with respect to, and in accordance with the terms of the RCC.
 
The RCC is filed as exhibit 99.1 hereto, which is incorporated herein by reference.
 
 
ITEM 9.01
FINANCIAL STATEMENTS AND EXHIBITS
 
 
(d)
The following exhibit is filed under Item 8.01 as part of this report:
 
     
99.1
  
Replacement Capital Covenant, dated May 3, 2007, of the Company (incorporated herein by reference to Exhibit 99.1 of the Company’s Current Report on Form 8-K filed with the Securities Exchange Commission on May 3, 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.
 
 
   
EVEREST REINSURANCE HOLDINGS, INC.
       
       
       
 
By:
  /S/ CRAIG HOWIE  
   
Craig Howie
   
Executive Vice President and
       Chief Financial Officer  
 
 
Dated:  October 14, 2014