UICI
8-K, 2000-02-14
FIRE, MARINE & CASUALTY INSURANCE
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<PAGE>   1
                       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)         February 10, 2000
                                                 -------------------------

                                      UICI
             (Exact name of registrant as specified in its charter)

<TABLE>

<S>                                                     <C>                          <C>
                  Delaware                                     0-14320                   75-2044750
- ---------------------------------------------           ----------------------       ------------------
(State or other jurisdiction of incorporation              (Commission File            (IRS Employer
              or organization)                                 Number)               Identification No.)
</TABLE>


4001 McEwen Drive, Suite 200, Dallas, Texas                      75244
- -------------------------------------------                  ----------------
  (Address of principal executive offices)                    (Zip Code)


Registrant's telephone number, including area code:  (972) 392-6700
                                                     --------------



                                 Not Applicable
- --------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)


<PAGE>   2



Item 5. OTHER EVENTS

         On February 10, 2000, UICI (the "Company") announced that release of
its fourth quarter and full year 1999 operating results has been delayed,
pending completion of the U.S. Office of Comptroller of the Currency's annual
examination of UICI's United Credit National Bank (the "Bank") at December 31,
1999, and completion of various internal inquiries at its credit card
operations. The inquiries were prompted by the previously announced charges to
the credit card loan loss reserves in the fourth quarter of 1999 at United
Credit National Bank, a special purpose national bank headquartered in Sioux
Falls, South Dakota. The Office of the Comptroller of the Currency has not yet
completed its assessment of the level of United Credit National Bank's credit
card loan loss reserves at December 31, 1999 and the adequacy of the Bank's
capital. The Company currently expects that its annual report to be filed with
the Securities and Exchange Commission, which will include its 1999 audited
financial statements, will be filed in a timely manner on or before March 30,
2000

Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
        AND EXHIBITS

<TABLE>
<CAPTION>

Exhibit                                                             Page
Number          Description of Exhibit                             Number
- --------        ----------------------                             ------
<S>      <C>
99.1     Press release announcing that release of fourth quarter
         and full year operating results has been delayed
</TABLE>


                                        2

<PAGE>   3



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
                                          ---------
                                          (Registrant)

Date     February 14, 2000            By   /s/ Gregory T. Mutz
     ----------------------------         --------------------
                                          Gregory T. Mutz
                                          President and Chief Executive Officer



Date     February 14, 2000            By   /s/ William Benac
     ----------------------------         ------------------
                                          William Benac
                                          Executive Vice President and Chief
                                          Financial Officer

                                        3

<PAGE>   4


                               INDEX TO EXHIBITS

<TABLE>
<CAPTION>

Exhibit                                                             Page
Number          Description of Exhibit                             Number
- --------        ----------------------                             ------
<S>      <C>
99.1     Press release announcing that release of fourth quarter
         and full year operating results has been delayed
</TABLE>

<PAGE>   1
                                                                    EXHIBIT 99.1
                                      UICI

                          ----------------------------

                                       Contact:          Matthew R. Cassell
                                                         Vice President
                                                         UICI
News Release                                             4001 McEwen, Suite 200
                                                         Dallas, Texas 75244
- -------------------------                                Phone: (972) 392-6700


(For Immediate Release)

UICI ANNOUNCES DELAY IN RELEASE OF FOURTH QUARTER AND FULL YEAR 1999 OPERATING
RESULTS

Dallas, TX February 10, 2000 UICI (the "Company") (NYSE: Symbol "UCI") today
announced that release of its fourth quarter and full year 1999 operating
results has been delayed, pending completion of the U.S. Office of Comptroller
of the Currency's annual examination of UICI's United Credit National Bank at
December 31, 1999, and completion of various internal inquiries at its credit
card operations. The inquiries were prompted by the previously announced charges
to the credit card loan loss reserves in the fourth quarter of 1999 at United
Credit National Bank, a special purpose national bank headquartered in Sioux
Falls, South Dakota. The Office of the Comptroller of the Currency has not yet
completed its assessment of the level of United Credit National Bank's credit
card loan loss reserves at December 31, 1999 and the adequacy of the Bank's
capital. The Company currently expects that its annual report to be filed with
the Securities and Exchange Commission, which will include its 1999 audited
financial statements, will be filed in a timely manner on or before March 30,
2000.

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, UGA-Association Field Services and Cornerstone Marketing of
America; 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. UICI also holds a 44% interest in HealthAxis.com,
Inc., a leading web-based insurance retailer providing fully integrated,
end-to-end, web-enabled solutions for health insurance distribution and
administration.


SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995:


                                       4
<PAGE>   2

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; 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.



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