As filed with the Securities and Exchange Commission on September 14,2000
==============================================================================
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): September 7, 2000
CHANDLER INSURANCE COMPANY, LTD.
(Exact name of registrant as specified in its charter)
CAYMAN ISLANDS
(State or jurisdiction of incorporation)
0-15286 N/A
(Commission File Number) (IRS Employer Identification No.)
5th Floor Anderson Square
P.O. Box 1854
Grand Cayman, Cayman Islands B.W.I. N/A
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (345) 949-8177
===============================================================================
<PAGE>
PAGE 1
Item 5. Other Events
------------
On September 13, 2000, Chandler Insurance Company, Ltd. issued the
following news release:
CHANDLER INSURANCE REPORTS TENTH CIRCUIT RULING ON APPEALS IN CENTRA CASE
In a lengthy judgment issued and filed on September 7, 2000, the U.S. Court of
Appeals for the Tenth Circuit (Tenth Circuit) let stand all judgments and
rulings of the U.S. District Court for the Western District of Oklahoma (Trial
Court) in a lawsuit involving Chandler Insurance Company, Ltd. and certain of
its affiliates (Chandler) and CenTra, Inc. and certain of its affiliates
(CenTra).
Following a 1997 trial, CenTra appealed several decisions of the Trial Court
including:
1. The Trial Court's order that CenTra relinquish ownership of 1,142,625
Chandler shares in exchange for payment of the price it paid for the
shares;
2. The Trial Court's refusal to award prejudgment interest to CenTra based
upon the value of shares ordered returned to Chandler;
3. The Trial Court's dismissal of CenTra's claim against a subsidiary of
Chandler, National American Insurance Company (NAICO), and certain
officers of NAICO based upon an alleged wrongful cancellation of
insurance policies NAICO issued to CenTra;
4. The Trial Court's refusal to award attorney's fees and costs;
5. The Trial Court's refusal to allow CenTra to assert additional claims
against Chandler and certain of its officers and directors.
The Tenth Circuit also affirmed judgments on two claims in favor of CenTra
against seven present and former Chandler officers and directors for $1 each
on each claim. Derivative claim judgments in favor of Chandler's subsidiary,
Chandler (U.S.A.), Inc. against certain present and former directors of
Chandler totaling approximately $736,000 were also affirmed.
None of the parties have indicated whether they will request rehearing or a
review of the Tenth Circuit's decision by the U.S. Supreme Court.
An earlier order of the U.S. District Court for the District of Nebraska
(Nebraska Federal Court) had ordered that all CenTra's Chandler holdings must
be divested. On November 3, 1999, the Nebraska Federal Court adopted a
divestiture plan proposed by NAICO that allowed Chandler to purchase, at
CenTra's cost, all CenTra owned shares except the 1,142,625 shares subject to
the September 7th Tenth Circuit order. The Nebraska Federal Court will
consider the divestiture of these remaining shares based upon proposals
submitted by NAICO and CenTra.
<PAGE>
PAGE 2
CAUTIONARY STATEMENT
Some of the statements made in this News Release, as well as statements made
by the company in periodic press releases, oral statements made by the
company's officials to analysts and shareholders in the course of
presentations about the company and conference calls following earnings
releases, constitute "forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995. Such forward-looking
statements involve known and unknown risks, uncertainties and other factors
such as subsequent court rulings or other developments in the ongoing
litigation described above.
<PAGE>
PAGE 3
SIGNATURE
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.
CHANDLER INSURANCE COMPANY, LTD.
Date: September 14, 2000 By: /s/ Mark C. Hart
----------------------------------
Mark C. Hart
Vice President - Accounting and
Treasurer
(Principal Accounting Officer)
