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Securities and Exchange Commission
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) or The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 30, 1996
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PENN TREATY AMERICAN CORPORATION
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(Exact Name of Registrant as Specified in Charter)
Pennsylvania 0-15972 23-1664166
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(State or Other Juris- (Commission File (IRS Employer
diction of Incorporation) Number) Identification No.)
(610) 965-2222
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(Registrant's Telephone Number, Including Area Code)
3440 Lehigh Street
Allentown Pennsylvania 18103
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(Address of Principal (Zip Code)
Executive Offices)
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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Item 2. Acquisition or Disposition of Assets
On August 30, 1996, the Registrant consummated the merger (the "Merger")
of a wholly owned subsidiary of the Registrant ("Acquisition Sub"), with and
into Health Insurance of Vermont, Inc., a Vermont corporation ("HIVT"), pursuant
to an Agreement and Plan of Merger entered into on March 15, 1996 and amended on
May 10, 1996 (the "Merger Agreement"). Pursuant to the Merger Agreement, as
amended, HIVT became a wholly owned subsidiary of the Registrant and each
outstanding share of HIVT common stock was converted into $4.00 of cash and
approximately .856 of a share of the Registrant's common stock. The shares of
the Registrant's common stock issued to the HIVT stockholders were registered on
a Registration Statement on Form S-4 filed under the Securities Act of 1933, as
amended. Registrant utilized its working capital to fund the cash portion of
the consideration.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial Statements. Incorporated by reference to Registrant's
Registration Statement on Form S-4 filed on May 14, 1996.
(c) Exhibits.
2.1 Agreement and Plan of Merger dated as of March 15, 1996 between
Penn Treaty American Corporation and Health Insurance of Vermont,
Inc. (Incorporated by reference to Registrant's Current Report on
Form 8-K filed on March 15, 1996).
2.2 Amendment No. 1 to Agreement and Plan of Merger between Penn Treaty
American Corporation and Health Insurance of Vermont, Inc.
(Incorporated by reference to Registrant's Amendment No. 1 to
Registrant's Current Report on Form 8-K/A filed on May 10, 1996.
23.1 Consent of Coopers & Lybrand L.L.P.
2
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
Registrant has duly caused this current report on Form 8-K to be signed on its
behalf by the undersigned hereunto duly authorized.
PENN TREATY AMERICAN CORPORATION
(Registrant)
/s/ A. J. Carden
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Date: September 16, 1996 By: A. J. Carden
Title: Executive Vice President
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Exhibit 23-1
Consent of Independent Accountants
We consent to the incorporation by reference in this Form 8-K of our report,
dated February 9, 1996 on our audits of financial statements of Health
Insurance of Vermont, Inc. as of December 31, 1995 and 1994, and for the three
years in the period ended December 31, 1995.
/s/ Coopers & Lybrand L.L.P.
Albany, New York
September 16, 1996
