SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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 13, 2000
RADIAN GROUP INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 1-11356 23-2691170
(State or Other (Commission File No.) (IRS Employer
Jurisdiction of Identification No.)
Incorporation)
1601 Market Street, Philadelphia, PA 19103
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (215) 564-6600
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ITEM 5. OTHER EVENTS.
Radian Group Inc., a Delaware corporation (the "Company"), GOLD
Acquisition Corporation, a New York corporation and wholly owned subsidiary of
the Company, and Enhance Financial Services Group Inc., a New York corporation
("Enhance") have entered into an Agreement and Plan of Merger (the "Merger
Agreement"), dated as of November 13, 2000, pursuant to which, upon consummation
of the merger contemplated thereby and subject to the terms and conditions
thereof, each outstanding share of common stock, par value $0.10 per share, of
Enhance will be converted into 0.22 shares of common stock, par value $0.001 per
share, of the Company (subject to adjustment).
The foregoing summary of the Merger Agreement and the transactions
contemplated thereby is qualified in its entirety by reference to the Merger
Agreement which is attached hereto as Exhibit 99.1 and is incorporated herein by
reference.
A press release announcing the execution of the Merger Agreement was
issued on November 14, 2000 by the Company.
A copy of the press release is filed herewith as Exhibit 99.2 and is
hereby incorporated herein by reference.
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ITEM 7. EXHIBITS.
(c)
EXHIBIT NUMBER DESCRIPTION
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99.1 Agreement and Plan of Merger, dated November 13,
2000, by and among Radian Group Inc., GOLD
Acquisition Corporation, and Enhance Financial
Services Group Inc.
99.2 Press Release issued on November 14, 2000 by Radian
Group Inc.
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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 hereunto duly authorized.
Dated: November 14, 2000
RADIAN GROUP INC.
By: /s/ Howard S. Yaruss
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Name: Howard S. Yaruss
Title: Senior Vice President and
General Counsel
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EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION
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99.1 Agreement and Plan of Merger, dated November 13,
2000, by and among Radian Group Inc., GOLD
Acquisition Corporation, and Enhance Financial
Services Group Inc.
99.2 Press Release issued on November 14, 2000 by Radian
Group Inc.
