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) May 21, 1999
NAC Re Corp.
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Delaware 0-13891 13-3297840
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(STATE OR OTHER JURISDICTION (COMMISSION (I.R.S. EMPLOYER
OF INCORPORATION) FILE NUMBER) IDENTIFICATION NO.)
One Greenwich Plaza, CT 06836-2568
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
Registrant's telephone number, including area code (203) 622-5200
Not Applicable
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(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
Item 5. Other Events.
The registrant's press release, dated May 21, 1999, announcing the
redemption of its 5 1/4% Convertible Subordinated Debentures due December 15,
2002, is filed herewith as Exhibit 99.1 and is incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(c) The following exhibits are filed with this report:
EXHIBIT NUMBER DESCRIPTION
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99.1 Press Release of the registrant, dated May 21, 1999.
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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.
NAC RE CORP.
By: /s/ Richard H. Miller
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Name: Richard H. Miller
Title: Chief Financial Officer & Treasurer
Dated: May 25, 1999
<PAGE>
EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION
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99.1 Press Release of the registrant, dated May 21, 1999.
EXHIBIT 99.1
[NAC RE Corp. Letterhead]
NAC RE Corporation One Greenwich Plaza
P.O. Box 2568
Greenwich, CT 06836-2568
(203) 622-5200
FAX: 2036221494
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PRESS RELEASE
NYSE SYMBOL, NRC
CONTACT:
Richard H. Miller
(203) 622-5535
NAC RE CORP. ANNOUNCES REDEMPTION OF 5 1/4% CONVERTIBLE
SUBORDINATED DEBENTURES DUE DECEMBER 15, 2002
Greenwich, CT. - May 21, 1999 - NAC Re Corp. (NYSE: NRC) announced today that it
has elected to redeem, on June 11, 1999 (the "Redemption Date"), all of the
outstanding 5 1/4% Convertible Subordinated Debentures due December 15, 2002
(the "Debentures"). Pursuant to the terms of the indenture governing the
Debentures (the "Indenture") and the Debentures, Debentureholders have the right
to convert their Debentures into shares of NAC Re common stock at a price of
$49.50 per share. In the event that all Debentures are converted, approximately
two million shares of NAC Re common stock would be issued. There are currently
16,548,450 shares of NAC Re common stock outstanding.
The trustee, conversion agent and paying agent is State Street Bank and Trust
Company, 225 Asylum Street, 23rd Floor, Hartford, CT 06103, Attention: Elizabeth
C. Hammer, Vice President.
NAC RE CORP. IS THE PARENT COMPANY OF NAC REINSURANCE CORPORATION, AN A+
RATED U.S. REINSURER WHICH IS LICENSED IN ALL FIFTY STATES, THE DISTRICT OF
COLUMBIA AND ALL PROVINCES OF CANADA.
NAC RE CORP. NEWS RELEASES, INCLUDING QUARTERLY FINANCIAL RESULTS ARE
AVAILABLE ON ITS WEB SITE AT WWW.NACRE.COM.
SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS
Certain statements made in NAC Re's presentation that are not based on current
or historical fact are forward-looking in nature including, without limitation,
statements containing words "believes," "anticipates," "intends," "expects,"
"estimates," "predicts," and words of similar import. Such forward-looking
statements involve known and unknown risks, assumptions, uncertainties, and
other factors that may cause actual results, performance, or achievements of NAC
Re or the industry to differ materially from any future results, performance, or
achievements expressed or implied by such forward-looking statements.
NAC Re has identified certain risk factors which could cause actual plans or
results to differ substantially from those included in any forward-looking
statements. These risk factors are discussed in NAC Re's Securities and Exchange
Commission filings including, but not limited to, its most recent Forms 10-K,
10-Q, and 8-K, and all such discussions regarding risk factors are hereby
incorporated by reference into this presentation. Copies of these filings are
available from NAC Re or directly from the SEC.
