Primerica, Inc 8-K/A, filed Nov 7, 2024
Primerica, Inc. (PRI)
About this 8-K/A
Primerica, Inc filed this 8-K/A on November 7, 2024, reporting on events of July 16, 2024.
Items reported
- Item 2.05: Exit or restructuring costs
- Item 2.06: Material impairment
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Amendment No. 1)
CURRENT REPORT
PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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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:
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Securities registered pursuant to Section 12(b) of the Act:
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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 this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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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. ¨
EXPLANATORY NOTE
2.05 Costs Associated with Exit or Disposal Activities
The Board of Directors (the “Board”) of Primerica, Inc. (the “Company”) has committed to the exit plan described under Item 8.01 “Other Events” of the Original Form 8-K. Costs related to such plan are described below under Item 2.06 “Material Impairments.”
2.06 Material Impairments
In connection with the exit plan described under Item 8.01 “Other Events” of the Original Form 8-K, in the second quarter of 2024, the Company recorded a net non-cash after-tax charge of $229.6 million. This included the write-off of the remaining $253.6 million balance of goodwill and intangibles partially offset by a $24.0 million net tax impact from the removal of deferred tax liabilities and state operating losses in the Company’s Senior Health segment. All of these items have been excluded from adjusted operating results. The impairment charge will not result in any future cash expenditures. In the third quarter of 2024, the Company recognized additional restructuring charges in the amount of approximately $2.0 million. The information regarding the exit plan, and its costs and charges, described above under Item 2.05 “Costs Associated with Exit or Disposal Activities” and in the Original Form 8-K under Item 8.01 “Other Events” are incorporated into this Item 2.06 by reference.
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.
Date: November 7, 2024 |
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PRIMERICA, INC. |
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/s/ Stacey K. Geer |
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Stacey K. Geer |
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Executive Vice President and Chief Governance and Risk Officer |
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