The total number of sequentially numbered pages in this manually signed original
is 6. Exhibit Index is sequential page no. 4.
UNITED STATES
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) November 26, 1997
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INTEGON CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 001-10997 13-3559471
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(State or Other (Commission File Number) (I.R.S. Employer
Jurisdiction of Incorporation) Identification No.)
500 West Fifth Street
Winston-Salem, North Carolina 27152
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(Address of Principal Executive Offices)
(910) 770-2000
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former name or former address, if changed since last report.)
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Exhibit Index is on Page 4
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Item 5. Other Events
On November 26, 1997, Integon Corporation (the "Company") issued a
press release announcing the expiration of the consent solicitation period
related to the tender offer for the company's 8% Senior Notes due 1999, 9 1/2%
Senior Notes due 2001 and the 10 3/4% Capital Securities Series B of Integon
Capital I. A copy of the press release is attached hereto as Exhibit 99.1.
Item 7. Exhibits
(c) Exhibits.
Exhibit Number Description
99.1 Press Release dated
November 26, 1997 issued
by the Company.
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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.
INTEGON CORPORATION
November 26, 1997 By: /s/ Steven C. Andrews
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Date Steven C. Andrews
Executive Vice President &
Chief Operating Officer
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EXHIBIT INDEX
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Exhibit Number Description Page No.
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99.1 Press Release dated November 26, 1997 5
issued by the Company
Page 4
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Exhibit 99.1
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PRESS RELEASE DATED NOVEMBER 26, 1997
ISSUED BY THE COMPANY
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Exhibit 99.1
Press Release
November 26, 1997
INTEGON CONSENT SOLICITATION PERIODS EXPIRE
For Immediate Release
November 26, 1997 -- Integon Corporation announced that as of 5:00 p.m. New York
City time, on November 25, 1997 it has received consents and tenders from
registered holders representing more than a majority in principal amount of its
8% Senior Notes due 1999 and 9 1/2% Senior Notes due 2001, and a majority in
liquidation amount of the 10 3/4% Capital Securities, Series B of Integon
Capital I, a Delaware business trust (collectively, the "Securities"). The
Securities are subject to concurrent cash tender offers and consent
solicitations, which commenced on November 12, 1997.
Following the expiration of the consent solicitation periods at 5:00 p.m., New
York City time, on November 25, 1997, Integon Corporation shall execute the
supplemental indentures reflecting the proposed amendments to the Indentures
governing the Securities. These amendments substantially modify or eliminate
restrictive covenants in the Indentures, and they will become operative if and
when Integon Corporation purchases the Securities upon completion of the tender
offers. Holders of untendered Securities will be bound by the amendments if and
when they become operative.
As previously announced, the tender offers will expire at midnight, New York
City time, on Wednesday, December 10, 1997, unless extended. Holders may tender
their Securities until such expiration time. Security holders must consent to
the proposed amendments in order to validly tender. Holders tendering after 5:00
p.m., New York City time, on November 25, 1997, will not be entitled to receive
the consent payment. Payments will be paid on the third trading day following
the expiration of the applicable tender offer.
Morgan Stanley Dean Witter is the dealer manager for the tender offers.
Questions regarding the terms of the tender offers may be forwarded to Morgan
Stanley at 800-624-1808. Copies of the offer documents may be obtained by
calling D.F. King & Co. at 800-290-6424.
This news release is neither an offer to purchase nor a solicitation of an offer
to sell securities. The tender offers are only made pursuant to the offering
documents.
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