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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) January 06, 2021 (December 31, 2020)
NATIONAL WESTERN LIFE GROUP, INC.
(Exact Name of Registrant as Specified in Charter)
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| Delaware | | 000-55522 | | 47-3339380 |
(State or Other Jurisdiction
of Incorporation) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
| | | | | | | | | | | |
| 10801 N. Mopac Expy Bldg 3 | | |
| Austin, | Texas | | 78759 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code (512) 836-1010
Not Applicable
(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))
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | | | | | | | |
| Title of each class to be registered: | | Trading Symbol | | Name of each exchange on which each class is to be registered: |
| Class A Common Stock, $0.01 par value | | NWLI | | The NASDAQ Stock Market LLC |
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 the chapter) or Rule 12-b2 of the Securities Exchange Act of 1934 (§240.12b-2 of the 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
On December 31, 2020, National Western Life Insurance Company (the “Company”), a wholly owned subsidiary of National Western Life Group, Inc., entered into a Funds Withheld Coinsurance Agreement (the “Agreement”) with Prosperity Life Assurance Limited (“Prosperity"), a reinsurer organized under the Laws of Bermuda. Pursuant to the Agreement, the Company agreed to cede, on a coinsurance with funds withheld basis, a specified quota share of certain liabilities pertaining to a group of fixed and payout annuity contracts issued by the Company on or before December 31, 2020, along with certain supplementary contracts issued by the Company upon the annuitization of such annuity contracts. The amount of statutory reserve liabilities ceded by the Company to Prosperity under the Agreement approximates $1.7 billion.
As consideration for Prosperity’s agreement to provide reinsurance pursuant to the Agreement, the Company transferred into a funds withheld account permitted assets approximating the statutory reserve liabilities ceded to Prosperity. In accordance with the Agreement and in order to provide additional security for Prosperity’s obligations under the Agreement, the parties established a trust account for the benefit of the Company in which Prosperity will maintain certain assets and grant the Company a first priority security interest in such assets.
The foregoing descriptions are only a summary of the material provisions of the Agreement and are qualified in their entirety by reference to the Agreement, a copy of which is filed as Exhibit 10(ac) to this Current Report on Form 8-K and is incorporated by reference herein. Pursuant to Item 601 of Regulation S-K, the Company has omitted the schedules and exhibits to the Agreement and has redacted certain confidential portions of the Agreement.
Item 9.01. Financial Statements and Exhibits.
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| (d) Exhibits |
| | |
| Exhibit | | |
| Number | | Description |
| | |
| | Funds Withheld Coinsurance Agreement between National Western Life Insurance Company And Prosperity Life Assurance Limited effective as of December 31, 2020 (redacted) |
| | |
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| 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. | |
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| NATIONAL WESTERN LIFE GROUP, INC. | |
| |
Date: January 06, 2021 | /S/Brian M. Pribyl | |
| Brian M. Pribyl | |
| Senior Vice President, | |
| Chief Financial Officer | |
| and Treasurer | |