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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) December 20, 1999
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UICI
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(Exact name of registrant as specified in its charter)
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Delaware 0-14320 75-2044750
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(State or other jurisdiction of incorporation (Commission File Number) (IRS Employer
or organization) Identification No.)
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4001 McEwen Drive, Suite 200, Dallas, Texas 75244
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(Address of principal executive offices) (Zip Code)
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Registrant's telephone number, including area code: (972) 392-6700
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Not Applicable
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(Former name or former address, if changed since last report)
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Item 5. OTHER EVENTS
On December 20, 1999, UICI, Gregory T. Mutz (the Company's President
and Chief Executive Officer) and certain other officers have been named as
defendants in a series of purported class action lawsuits alleging violations of
federal securities laws arising in connection with recently-announced losses at
its credit card unit. The suits allege, among other things, that the defendants
failed to properly disclose all material information associated with its credit
card operations. UICI believes that the allegations in the suits are wholly
without merit and intends to defend the suits vigorously.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS
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Exhibit Page
Number Description of Exhibit Number
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99.1 Press release announcing that the Company and certain of its
officers have been named as defendants in a series of
purported class action lawsuits alleging violations of federal
securities laws arising in connection with recently-announced
losses at its credit card unit.
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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.
UICI
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(Registrant)
Date December 23, 1999 By /s/ Glenn W. Reed
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Glenn W. Reed
Executive Vice President and
General Counsel
Date December 23, 1999 By /s/ William P. Benac
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William P. Benac
Executive Vice President and
Chief Financial Officer
3
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INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
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99.1 Press release announcing that the Company and certain of its
officers have been named as defendants in a series of
purported class action lawsuits alleging violations of federal
securities laws arising in connection with recently-announced
losses at its credit card unit.
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EXHIBIT 99.1
[UICI LOGO]
Contact: Warren B. Idsal, Vice President
UICI
News Release 4001 McEwen, Suite 200
- ------------------------------ Dallas, Texas 75244
Phone: (972) 392-6700
(For Immediate Release)
UICI ANNOUNCES THAT IT AND SENIOR EXECUTIVES HAVE BEEN NAMED AS DEFENDANTS IN
SEPARATE SECURITIES CLASS ACTION SUITS
COMPANY BELIEVES THE ALLEGATIONS ARE WITHOUT MERIT AND WILL DEFEND THE SUITS
VIGOROUSLY
Dallas, TX December 22, 1999 --- UICI (the "Company") (NYSE: Symbol "UCI")
announced today that UICI, Gregory T. Mutz (the Company's President and Chief
Executive Officer) and certain other officers have been named as defendants in
purported class action lawsuits alleging violations of federal securities laws
arising in connection with recently-announced losses at its credit card unit.
The suits allege, among other things, that the defendants failed to properly
disclose all material information associated with its credit card operations.
UICI believes that the allegations in the suits are wholly without merit and
intends to defend the suits vigorously.
Mr. Mutz commented: "It is a sad fact of life in our increasingly litigious
business environment that disappointed investors, and, in particular, their
lawyers, will seek to point fingers after an announcement such as the one we
made with respect to our credit card operations. I pledge that I will not let
the baseless allegations in these suits and the Company's efforts to defend
itself distract me and the UICI management team from redoubling our efforts to
create shareholder value."
CORPORATE PROFILE:
UICI, headquartered in Dallas, Texas, is a diversified financial services
company offering financial services, health administrative services and
insurance through its various subsidiaries and divisions to niche consumer and
institutional markets. UICI provides health insurance through its insurance
subsidiaries, United Group Association and Cornerstone Marketing of America;
Internet-enabled software for health insurance and healthcare markets through
Insurdata; enrollment, billing and collection claims administration and risk
management services for healthcare payors and providers through UICI
Administrators; credit cards for individuals with no credit or troubled credit
histories through United CreditServ; financial services and products for
college, undergraduates and graduate students, including providing
federally-guaranteed student loans through the Educational Finance Group; and
manages blocks of life insurance and life insurance products to select markets
through its OKC Division .
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SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT
OF 1995:
Certain statements in this press release are "forward looking statements" within
the meaning of the Private Securities Litigation Act of 1995. Such statements
involve known and unknown risks, uncertainties and other factors that may cause
actual results to differ materially. Such risks, uncertainties and other factors
include, but are not limited to, changes in general economic conditions; changes
in the regulatory environment; levels of competition (including managed health
care competition in the health industry); availability of, and volatility of
interest rates associated with, funding sources to originate student loans and
credit card receivables; the ability of the Company and its third party vendors
to become Year 2000 Ready; and other factors described in detail in the
Company's Annual Report on Form 10-K for the year ended December 31, 1998.
UICI press releases and other company information are available at UICI's
website located at www.uici.net.
