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): July 16, 2003
INFINITY PROPERTY AND CASUALTY CORPORATION
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(Exact name of registrant as specified in its charter)
Ohio 000-50167 03-0483872
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(State or other (Commission File No.) (IRS Employer
jurisdiction of Identification No.)
incorporation)
2204 Lakeshore Drive, Birmingham, Alabama 35209
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(Address of principal executive offices) (Zip Code)
(205) 870-4000
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(Registrant's telephone number, including area code)
ITEM 5. OTHER EVENTS.
On July 16, 2003, Infinity Property and Casualty Corporation closed its
senior secured credit facility with a syndicate of financial institutions that
provides Infinity with a $200,000,000, 7-year amortizing term loan and the
ability to secure a revolving credit facility of up to $20,000,000. The interest
rate of the term loan has been established at LIBOR plus 250 basis points.
Lehman Brothers Inc. and Bear, Stearns & Co., Inc. served as joint lead
arrangers in this transaction.
The term loan will fund working capital for Infinity's insurance
company subsidiaries, repay a $55 million promissory note issued in connection
with the Company's initial public offering, and be used for general corporate
purposes. Proceeds from the revolving facility will also be available for
general corporate purposes. Borrowings under the credit facility are
collateralized by liens on substantially all of the assets of Infinity and its
subsidiaries and by a pledge of the stock of Infinity's insurance company
subsidiaries.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
10.1 Credit Agreement dated July 17, 2003 among Infinity, as
Borrower, Bear, Stearns & Co. Inc. and Lehman Brothers Inc., as Joint Lead
Arrangers, Bear Stearns Corporate Lending Inc., as Syndication Agent, and Lehman
Commercial Paper Inc., as Administrative Agent
10.2 Guarantee And Collateral Agreement, dated July 17, 2003, made
by the signatories thereto, in favor of Lehman Commercial Paper Inc., as
administrative agent for the banks and other financial institutions from time to
time parties to the Credit Agreement.
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.
INFINITY PROPERTY AND CASUALTY
CORPORATION
Date: July 18, 2003 By: Samuel J. Simon
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Name: Samuel J. Simon
Title: Senior Vice President,
General Counsel and Secretary