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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): October 25, 2006
DELPHI FINANCIAL GROUP, INC.
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(Exact name of registrant as specified in its charter)
Delaware 001-11462 13-3427277
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1105 North Market Street, Suite 1230, P.O. Box 8985, Wilmington, DE 19899
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(Address of principal executive offices) (ZIP Code)
Registrant's telephone number, including area code 302-478-5142
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Not Applicable
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(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:
[ ] 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))
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Item 1.01. Entry into a Material Definitive Agreement
On October 25, 2006, Delphi Financial Group, Inc. (the "Company")
entered into an Amended and Restated Credit Agreement with Bank of
America, N.A., as administrative agent, Wachovia Bank, National
Association, as co-syndication agent, HSBC Bank USA, National
Association, as co-documentation agent, U.S. Bank National
Association, as co-documentation agent, KeyBank National
Association, as co-documentation agent, and the other lenders
party thereto (the "Amended Credit Agreement"). The Amended Credit
Agreement amends and restates the Company's Credit Agreement
dated as of May 26, 2005.
The Amended Credit Agreement provides for a revolving credit
facility in an amount of $250 million with a maturity date of
October 25, 2011. At the Company's request, the amount of such
facility may be increased to a maximum of $350 million at any time
during the five-year term to the extent that additional funding
commitments are obtained. Borrowings under the Amended Credit
Agreement may be used for general corporate purposes. Interest on
borrowings under the Amended Credit Agreement is payable, at the
Company's election, either at a floating rate based on LIBOR plus a
specified margin which varies depending on the level of the
specified rating agencies' ratings of the Company's senior unsecured
debt, as in effect from time to time, or at Bank of America's prime
rate. Certain commitment and utilization fees are also payable under
the Amended Credit Agreement. The Amended Credit Agreement contains
various financial and other affirmative and negative covenants,
along with various representations and warranties, considered
ordinary for this type of credit agreement. The covenants include,
among others, the maintenance by the Company of a specified
consolidated debt to capital ratio, a minimum consolidated net
worth requirement for the Company, minimum statutory risk-based
capital requirements for the Company's subsidiaries, Reliance
Standard Life Insurance Company and Safety National Casualty
Corporation, and certain limitations on investments and subsidiary
indebtedness. Such covenants, representations and warranties are
valid as among the parties to the Amended Credit Agreement and as
of the date thereof and do not constitute factual information about
the Company. The Amended Credit Agreement is attached as Exhibit
10.1 to this Current Report on Form 8-K, and the foregoing
description is qualified in its entirety by reference to such
Exhibit.
Item 9.01. Financial Statements and Exhibits
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits.
Exhibit Number Description of Exhibits
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10.1 Amended and Restated Credit Agreement, dated as of October
25, 2006, among Delphi Financial Group, Inc. as the Borrower,
Bank of America, N.A., as Administrative Agent, and the other
lenders party thereto.
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.
DELPHI FINANCIAL GROUP, INC.
/s/ ROBERT ROSENKRANZ
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Robert Rosenkranz
Chairman of the Board and
Chief Executive Officer
(Principal Executive Officer)
Date: October 31, 2006