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
MARCH 15, 2000
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Date of Report
Commission file number 333-42623
THE THAXTON GROUP, INC.
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(Name of small business registrant as specified in its charter)
SOUTH CAROLINA 57-0669498
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(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
1524 PAGELAND HIGHWAY, LANCASTER SOUTH CAROLINA 29270
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(Address of principal executive offices)
Registrant's telephone number: 803-285-4337
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On March 1, 2000, the The Thaxton Group, Inc. ("Thaxton Group") transferred all
of the assets of certain insurance agency operations into a newly formed company
named Thaxton RBE, Inc. ("RBE"). The assets consist of approximately 40
non-standard automobile insurance agency offices in North Carolina, Arizona, New
Mexico, Nevada and Colorado. These agencies offer an insurance product in which
Thaxton Group bears insurance underwriting risk. After the tranfer, this risk
will be assumed by RBE. Also transferred were the assets and liabilities of
insurance general agencies in Virginia and South Carolina. Both of these general
agencies also offer products which bear insurance underwriting risk, that will
be assumed by RBE. The total amount of the assets transferred approximate $9
million, the majority of which are intangible. In connection with the
transaction, RBE assumed approximately $2 million in liabilities to third
parties, and issued a $7 million note payable to Thaxton Group.
The purpose of the transfer was to reduce Thaxton Group's equity in the
transferred assets and its exposure to the related underwriting risk and raise
additional capital from investors to fund growth in RBE's insurance activities.
Immediately subsequent to the formation and asset transfer, Thaxton Life
Partners, Inc. invested $2,000,000 in the capital stock of Thaxton RBE, Inc.,
and obtained a 90% interest in this company as a result of the investment.
Thaxton Life Partners, Inc., is a company owned by James D. Thaxton (Thaxton
Group Chairman and majority shareholder); C. L. Thaxton (a Thaxton Group
director); and other Thaxton family members.
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.
Thaxton Group, Inc.
By: /s/ James D. Thaxton
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Chief Executive Officer
/s/ Allan F. Ross
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Chief Financial Officer
