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):
NOVEMBER 17, 2004 (NOVEMBER 12, 2004)
MEADOWBROOK INSURANCE GROUP, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
MICHIGAN 38-2626206
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER IDENTIFICATION NUMBER)
INCORPORATION)
1-14094
(COMMISSION FILE NUMBER)
26600 TELEGRAPH ROAD, STE. 300
SOUTHFIELD, MICHIGAN 48034
(ADDRESS OF PRINCIPAL (ZIP CODE)
EXECUTIVE OFFICES)
(248)358-1100
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
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))
ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
ITEM 1.02. TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT
ITEM 2.03. CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN
OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT
On November 16, 2004, Meadowbrook Insurance Group, Inc. (the "Registrant")
issued a press release indicating that it had successfully executed a
replacement credit facility for a revolving line of credit for up to $25.0
million. This revolving line of credit was entered into on November 12, 2004 and
will expire on November 11, 2007 and replaces the Company's previous line of
credit and term loan. The Company has drawn approximately $9.0 million on this
revolving line of credit to pay off the term loan under the previous credit
agreement.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
a. None.
b. None.
c. The following document is furnished as an Exhibit to this Current
Report on Form 8-K pursuant to Item 601 of Regulation S-K:
10.1 Credit Agreement among Meadowbrook Insurance Group, Inc. and
Standard Federal Bank National Association dated as of
November 12, 2004.
10.2 Revolving Note among Meadowbrook Insurance Group, Inc. and
Standard Federal Bank National Association dated as of
November 12, 2004.
10.3 Security Agreement among Meadowbrook Insurance Group, Inc. and
Standard Federal Bank National Association dated as of
November 12, 2004
99.1 Press Release, dated November 16, 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.
Dated: November 17, 2004 MEADOWBROOK INSURANCE GROUP, INC.
(REGISTRANT)
By: /s/ Karen M. Spaun
-----------------------------
Karen M. Spaun, Chief Financial Officer
EXHIBIT INDEX
EXHIBIT NO. DOCUMENT DESCRIPTION
----------- --------------------
10.1 Credit Agreement among Meadowbrook Insurance Group, Inc. and Standard Federal Bank National
Association dated as of November 12, 2004.
10.2 Revolving Note among Meadowbrook Insurance Group, Inc. and Standard Federal Bank National
Association dated as of November 12, 2004.
10.3 Security Agreement among Meadowbrook Insurance Group, Inc. and Standard Federal Bank National
Association dated as of November 12, 2004
99.1 Press Release, dated November 16, 2004.