Current Report Filing (8-k)
December 09 2021 - 04:06PM
Edgar (US Regulatory)
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2021-12-09 0001267238 us-gaap:CommonStockMember 2021-12-09
2021-12-09 0001267238 us-gaap:SeniorSubordinatedNotesMember
2021-12-09 2021-12-09
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): December 9,
2021
Assurant, Inc.
(Exact name of registrant as specified in its charter)
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Delaware |
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001-31978 |
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39-1126612 |
(State or Other Jurisdiction
Of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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55 Broadway, Suite 2901
New York, New York 10006
(212) 859-7000
(Address, including zip code, and telephone number, including area
code, of Registrant’s Principal Executive Offices)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
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☐ |
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
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☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the
Act:
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Title of Each Class
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Trading
Symbol(s)
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Name of Each Exchange
on Which Registered
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Common Stock, $0.01 Par
Value |
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AIZ |
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New York Stock Exchange |
5.25% Subordinated Notes due
2061 |
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AIZN |
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New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of
1934 (§240.12b-2 of this
chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Item 1.01 |
Entry into a Material Definitive Agreement
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On December 9, 2021, Assurant, Inc. (the “Company”) entered
into a second amended and restated credit agreement (the “New
Revolving Credit Agreement”) with certain lenders party thereto,
JPMorgan Chase Bank, N.A., as administrative agent, and Wells Fargo
Bank, National Association, as syndication agent, pursuant to which
the Company established a $500 million five-year senior
unsecured revolving credit facility (the “New Revolving Credit
Facility”).
The New Revolving Credit Facility replaces the Company’s prior
five-year $450 million revolving credit facility, entered into
on December 15, 2017, as previously disclosed in a Current
Report on Form 8-K filed
December 21, 2017. The prior revolving credit facility was
scheduled to expire in December 2022, but terminated upon the
effectiveness of the New Revolving Credit Facility. The New
Revolving Credit Facility, which expires in December 2026, provides
for revolving loans and the issuance of multi-bank, syndicated
letters of credit and/or letters of credit from a sole issuing bank
in an aggregate amount of $500 million. The proceeds of these
loans and the letters of credit issued under the New Revolving
Credit Facility may be used for general corporate purposes. The
Company may, subject to certain conditions, increase the total
amount available under the New Revolving Credit Facility to
$700 million.
The New Revolving Credit Agreement contains customary affirmative,
negative and financial covenants and customary events of default.
The occurrence of an event of default under the New Revolving
Credit Agreement may cause the unpaid principal and accrued
interest and all other obligations under the New Revolving Credit
Agreement to become immediately due and payable.
The Company paid customary fees and expenses in connection with
obtaining the New Revolving Credit Facility.
The foregoing description of the New Revolving Credit Facility does
not purport to be complete and is qualified in its entirety by
reference to the New Revolving Credit Agreement, a copy of which is
attached hereto as Exhibit 10.1, and the terms of which are
incorporated herein by reference.
Item 2.03 |
Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet
Arrangement of a Registrant
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The information provided in Item 1.01 of this Current Report on
Form 8-K is incorporated by
reference into this Item 2.03.
Item 9.01 |
Financial Statements and Exhibits.
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(d) Exhibits
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Exhibit
No.
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Exhibit
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10.1 |
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Second
Amended and Restated Credit Agreement dated as of December 9,
2021 among Assurant, Inc., as borrower, certain lenders party
thereto, JPMorgan Chase Bank, N.A., as administrative agent, and
Wells Fargo Bank, National Association, as syndication
agent. |
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104 |
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The cover page from this Current
Report on Form 8-K,
formatted in Inline XBRL. |
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.
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ASSURANT, INC. |
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Date: December 9, 2021 |
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By |
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/s/ Mariana Wisk
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Name: |
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Mariana
Wisk
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Title: |
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Senior Vice
President and Corporate Secretary |
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