false0000860748
0000860748
2020-08-14
2020-08-14
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 14, 2020
Kemper Corporation
(Exact name of registrant as specified in its charter)
Commission File Number: 001-18298
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DE
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95-4255452
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(State or other jurisdiction
of incorporation)
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(IRS Employer
Identification No.)
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200 E. Randolph Street, Suite 3300, Chicago, IL 60601
(Address of principal executive offices, including zip code)
312-661-4600
(Registrant’s telephone number, including area code)
(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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $0.10 per share
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KMPR
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NYSE
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Indicate by check mark whether the registrant is an emerging growth company as defined in 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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Emerging Growth Company
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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
This Amendment No.1 ("Amendment") amends the Current Report on Form 8-K of Kemper Corporation filed on August 19, 2020 with the Securities and Exchange Commission ("Initial Form 8-K"). The document filed as Exhibit 10.1 to this Amendment is the Advances and Security Agreement referenced in Item 1.01 and replaces the document inadvertently filed as Exhibit 10.1 to the Initial Form 8-K. This Amendment does not amend or modify the Initial Form 8-K except to replace Exhibit 10.1.
Section 1 – Registrant’s Business and Operations
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Item 1.01.
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Entry into a Material Definitive Agreement
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Alliance United Insurance Company ("Alliance"), a wholly-owned subsidiary of the registrant, Kemper Corporation ("Registrant"), entered into an Advances and Security Agreement ("Advances Agreement") and related documents with the Federal Home Loan Bank of San Francisco ("FHLB"). The Advances Agreement was executed by the FHLB on August 14, 2020 in connection with its approval of Alliance's FHLB membership application. The Advances Agreement, attached as Exhibit 10.1 to this report, provides the general terms and conditions for obtaining, maintaining and repaying loans and other extensions of credit under the agreement.
Under the Advances Agreement, Alliance may from time to time apply to obtain loans and other extensions of credit ("Advances") from the FHLB. The specific terms of such Advances, including the amount, rate of interest, repayment and prepayment terms, will be specified in a written or electronic confirmation. Advances require pledging and maintaining sufficient collateral, including an amount of Alliance’s capital stock investment in the FHLB, per the FHLB’s credit and collateral requirements. The amount of Advances that Alliance may obtain is limited to a specified percentage of Alliance’s net admitted assets.
The Advances Agreement also contains provisions generally included in agreements of its nature, including terms regarding the delivery, maintenance and release of collateral and related security interests, requirements as to any collateral, events of default, remedies available in the event of a default by Alliance and representations and warranties concerning Alliance and the collateral.
Section 2 – Financial Information
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Item 2.03.
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Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
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The information contained above under “Item 1.01, Entry into a Material Definitive Agreement” is hereby incorporated by reference.
Section 9 – Financial Statements and Exhibits
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Item 9.01.
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Financial Statements and Exhibits
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(d) Exhibits
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Exhibit Number
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Exhibit Description
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104
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Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).
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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.
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Kemper Corporation
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Date:
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August 20, 2020
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/s/ C. Thomas Evans, Jr.
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C. Thomas Evans, Jr.
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Executive Vice President, Secretary & General Counsel
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