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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) November 25, 1996
PENN TREATY AMERICAN CORPORATION
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(Exact name of registrant as specified in its charter)
Pennsylvania 0-15972 23-1664166
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
3440 Lehigh Street, Allentown, Pennsylvania 18103
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (610) 965-2222.
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ITEM 5. OTHER EVENTS.
Pursuant to a Purchase Agreement dated November 20, 1996, the Registrant
will consummate on November 26, 1996 the sale of $74,750,000 aggregate
principal amount of its 6 1/4% Convertible Subordinated Notes due 2003 (the
"Notes"). The Notes are convertible, at the option of the holders thereof, at
any time after February 24, 1997, into shares of Common Stock of the Company
at a conversion price of $28.44 per share, subject to adjustment in certain
events.
The insurance laws and regulations of each of Pennsylvania and Vermont,
which are applicable to the Company, provide, among other things, that
without the consent of the insurance commissioner of such state, no person
may acquire control of the Company and that any person or holder of shares of
Common Stock or securities convertible into such Common Stock (such as the
Notes) possessing 10% or more of the aggregate voting power of the Common
Stock (inclusive of shares issuable upon conversion of all such convertible
securities) will be presumed to have acquired such control unless such
insurance commissioner, upon application, has determined otherwise.
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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.
PENN TREATY AMERICAN CORPORATION
Date: November 25, 1996 By: /s/ A. J. CARDEN
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A. J. Carden
Executive Vice President
