SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
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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 1, 1996
AmVestors Financial Corporation
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(Exact Name of Registrant as Specified in Charter)
Kansas
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(State or Other Jurisdiction of Incorporation)
1-3685
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(Commission File Number)
48-1021516
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(I.R.S. Employer Identification Number)
415 Southwest Eighth Avenue, Topeka, Kansas 66603
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (913) 232-6945
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Item 5. Other Events.
On July 1, 1996, AmVestors Financial Corporation issued the following press
release relating to the offering of its 3% Convertible Subordinated Debentures
due 2003:
FOR IMMEDIATE RELEASE
For: AmVestors Financial Corporation Contact: Ralph W. Laster, Jr.
415 SW Eighth Avenue (913) 295-4406
Topeka, KS 66603
AMVESTORS FINANCIAL CORPORATION ENGAGED IN OFFERING
OF $65 MILLION OF CONVERTIBLE SUBORDINATED DEBENTURES
TOPEKA, KS, July 1, 1996 - AmVestors Financial Corporation announced today
that it is engaged in an offering of up to $65 million of Convertible
Subordinated Debentures pursuant to Regulation S under the Securities Act of
1933. The securities will not be registered under the Securities Act and may not
be offered or sold in the United States absent registration or an applicable
exemption from registration requirements. The Debentures will carry a cash
coupon of 3% payable semi-annually, are convertible into the Company's stock at
$171/8, and will mature in seven years unless previously converted or redeemed.
The Debentures are redeemable, in whole or in part, at the option of the holders
thereof, on September 30, 2001 at 124.279% of their principal amount (which in
essence reflects deferred interest for five years at a compounded rate of
4.25%), plus accrued but unpaid cash interest at the coupon rate of 3%. The
Debentures will be redeemable, at the Company's option, on or after June 30,
1999, at certain specified declining redemption prices (starting at 103% of
principal value) plus accrued but unpaid cash interest (at the rate of 3%) and
accrued deferred interest (at the compound rate of 4.25%). The Debentures may be
redeemed at the Company's option at their principal amount plus accrued cash
interest (at the rate of 3%), but with no payment for accrued deferred interest,
at any time after August 15, 1996, if the price of the Company's common stock
equals or exceeds 135% of the conversion price of $171/8. The Debentures will be
unsecured obligations of the Company subordinated to all existing and future
senior indebtedness of the Company, and are effectively subordinated in right of
payment to all liabilities of the Company's subsidiaries. The proceeds of the
offering will be used to repay outstanding indebtedness and for other general
corporate purposes.
Due to the structure of the Debentures, there is not expected to be an
active trading market for the Debentures in the United States.
There can be no assurance that a transaction will be completed, or that the
terms of the transaction will not vary from those described above. The Company
does not undertake to make public any developments with respect to the
transaction or any change in the terms, including without limitation the amount
of the offering, prior to any closing of such a transaction.
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AmVestors Financial Corporation markets individual annuities and life
insurance policies nationwide to the savings and retirement market.
AmVestors' common stock trades on the New York Stock Exchange under the
symbol AMV, while its Class A warrants trade on the NASDAQ Small Cap Market
under the symbol AMVWW.
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