SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-KCURRENT
REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT
JUNE 30, 2000
(DATE OF EARLIEST EVENT REPORTED)
VESTA INSURANCE GROUP, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE
(STATE OR OTHER JURISDICTION OF INCORPORATION)
1-12338 63-1097283
(COMMISSION FILE NO.) (IRS EMPLOYER IDENTIFICATION NO.)
3760 RIVER RUN DRIVE 35243
BIRMINGHAM, ALABAMA (ZIP CODE)
(ADDRESS OF PRINCIPAL
EXECUTIVE OFFICES)
(205)970-7000
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
Item 2. Acquisition and Disposition of Assets.
On June 30, 2000, Vesta Insurance Group,
Inc.(“Vesta”), a Delaware corporation, acquired an approximate 71%
interest in American Founders Financial Corp. (“AFFC”), an Arizona
corporation, pursuant to a note purchase agreement, dated as of June 30, 2000 by
and between Vesta, Vesta Fire Insurance Corporation(“Vesta Fire”) and
AFFC for $25 million. AFFC is a life insurance holding company with subsidiaries
including American Founders Life Insurance Company(“AFLIC”) and Laurel
Life Insurance Company.
AFLIC, which has approximately $2 billion (face value) of life
products in force and approximately $185 million of annuity deposits as of
December 31, 1999, is currently rated B+ by A.M. Best and operates in 40 states
and the District of Columbia.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired.
Financial statements of AFFC required by this item are not
included in this initial report on Form 8-K. Such financial statements will be
filed by amendment to this report on Form 8-K as soon as they are available, but
in no event later than sixty(60) days after the date of this initial report.
(b) Pro Forma Financial Information.
Pro forma financial information of AFFC required by this item
are not included in this initial report on Form 8-K. Such pro forma financial
information will be filed by amendment to this report on Form 8-K as soon as
they are available, but in no event later than sixty (60) days after the date of
this initial report.
(c) Exhibits.
2.1 Note Purchase Agreement, dated June 30, 2000, by and between
AFFC, Vesta and Vesta Fire. Disclosure schedules to the Agreement are not
included with this exhibit. Vesta agrees to furnish supplementally a copy of
such schedules to the Commission upon request.
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 as of July 14, 2000
VESTA INSURANCE GROUP, INC.
By /s/ Donald W. Thornton
--------------------------------
Senior Vice President-General
Counsel and Secretary
EX-2.1
NOTE PURCHASE AGREEMENT
