UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of
the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): December 18, 2002
CONSECO, INC.
(Exact name of registrant as specified in its charter)
Indiana 1-9250 35-1468632
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
organization)
11825 North Pennsylvania Street
Carmel, Indiana 46032
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(Address of principal executive offices) (Zip Code)
(317) 817-6100
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(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address,
if changed since last report.)
Item 5. Other Events and Regulation FD Disclosure.
On December 17, 2002, Conseco, Inc. and certain of its subsidiaries
(collectively, the "Debtors") filed voluntary petitions for relief under Chapter
11 of the United States Bankruptcy Code (the "Bankruptcy Code").
In connection with this filing, on December 18, 2002, the United
States Bankruptcy Court for the Northern District of Illinois (the "Bankruptcy
Court") granted a motion, and entered an interim order on the docket (the "NOL
Order"), effective as of December 19, 2002 at 12:01 a.m. central time, to assist
the Debtors in preserving their net operating losses by prohibiting without the
consent of the Debtors all sales or other transfers of equity securities in the
Debtors by Substantial Equityholders (as defined below) or that result in any
person becoming a Substantial Equityholder. The order will remain in effect
until the Bankruptcy Court holds a hearing to reconsider the appropriateness of
the interim relief. A hearing is currently set for January 14, 2003.
In general, the NOL Order applies to any person or entity that,
directly or indirectly, beneficially owns (or would beneficially own as the
result of a proposed transfer) at least 5% of the equity securities of the
company on an as-converted basis (such entity, a "Substantial Equityholder").
Any purchase, sale or other transfer of equity interests in the Debtors in
violation of the NOL Order will be null and void.
The above summary of certain terms of the NOL Order is qualified in
its entirety by the NOL Order and the related motion (including exhibits
thereto), which are attached as an exhibit hereto.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
99.1 NOL Order (including exhibits thereto), related
motion (including exhibits thereto) and Notice of
Final Hearing on the Equity Trading Motion.
99.2 Press release issued December 18, 2002.
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 thereunto duly authorized.
CONSECO, INC.
December 19, 2002
By: /s/ John R. Kline
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John R. Kline
Senior Vice President and
Chief Accounting Officer