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
August 20, 2004
-------------------------------------------------------
Date of Report (Date of earliest event reported)
Unitrin, Inc.
-------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 0-18298 95-4255452
-------------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification
No.)
One East Wacker Drive, Chicago, Illinois 60601
-------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (312) 661-4600
-----------------------------
-------------------------------------------------------------------------------
(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 (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement.
As more fully described in the press release issued by the registrant on
August 23, 2004, attached hereto as Exhibit 99.01 and incorporated by
reference herein, on August 20, 2004, Lumbermens Mutual Casualty Company
("Lumbermens"), American Motorists Insurance Company, American Manufacturers
Mutual Insurance Company, American Protection Insurance Company, and Kemper
Lloyds Insurance Company (individually, Lumbermens and each of the other
companies identified above are referred to herein as a "Kemper Company" and,
collectively, as the "Kemper Companies"), Unitrin, Inc. ("Unitrin"), Unitrin
Services Company ("USC"), Trinity Universal Insurance Company ("Trinity") and
certain other subsidiaries and affiliates of Unitrin entered into a buy-out
agreement (the "Agreement") in order to provide for a final estimation,
payment, settlement and release of certain obligations incurred in connection
with that certain Asset Purchase Agreement, dated as of April 19, 2002, by and
among Trinity, USC and the Kemper Companies, that certain Stock Purchase
Agreement, dated as of April 19, 2002, by and among Unitrin and Lumbermens,
and other agreements related thereto.
The description of the Agreement contained in the press release is a general
description only and is qualified in its entirety by reference to the detailed
terms and conditions of the Agreement. A copy of the Agreement is attached as
Exhibit 10.01 hereto and incorporated herein by reference.
Item 8.01 Other Events.
As more fully described in the press release issued by the registrant on
August 23, 2004, attached hereto as Exhibit 99.01 and incorporated by
reference herein, the registrant has provided estimates of its exposure to
losses as a result of Hurricane Charley and of its gains from the sale of
investments in the month of July, 2004.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
Exhibit Description
------- -----------
10.01 Buy-Out Agreement, dated as of August 20, 2004, by and among
Lumbermens Mutual Casualty Company, American Motorists
Insurance Company, American Manufacturers Mutual Insurance
Company, American Protection Insurance Company, Kemper
Lloyds Insurance Company, Unitrin, Inc., Unitrin Services
Company, Trinity Universal Insurance Company and certain
other subsidiaries and affiliates of Unitrin, Inc.
99.01 Press Release dated August 23, 2004.
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.
Unitrin, Inc.
/s/ Eric Draut
------------------------------------
Date: August 23, 2004 By: Eric Draut
Its: Executive Vice President and
Chief Financial Officer