UNITED STATES
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)
April 22, 2008
PICO HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
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| California
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10-18786
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94-2723335 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.) |
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| 875 Prospect Street, Suite 301, La Jolla, California
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92037 |
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| (Address of principal executive offices)
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(Zip Code) |
Registrant’s telephone number, including area code
(858) 456-6022
(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 CRF 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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Section 2 Financial Information
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| Item 2.01 |
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Completion of Acquisition or Disposition of Assets |
PICO Holdings, Inc. issued a press release on April 22, 2008 announcing that its wholly-owned
subsidiary, Global Equity AG, sold its entire position of 1,312,907 shares in Jungfraubahn Holding
AG for 57.70 Swiss Francs per share, resulting in gross sales proceeds of approximately 75.80
million Swiss Francs (approximately US$75.8 million). Before this sale Global Equity AG owned
22.5% of Jungfraubahn’s outstanding shares.
The sale is expected to generate a pre-tax gain of approximately US$45.0 million in PICO Holdings’
consolidated statement of operations for the quarter ending June 30, 2008. However, the gain and
related tax effects are expected to have only a marginal impact on PICO Holdings’ consolidated book value, as
most of the gain and related tax effects have already been recorded as a net unrealized gain in
previous accounting periods through the Other Comprehensive Income component of Shareholders’
Equity.
The shares
of Jungfraubahn Holding AG were sold in a single trade to a Swiss brokerage firm,
BEKB/BCBE, in an off-market stock exchange transaction in Switzerland. The trade occurred on
April 22, 2008, with proceeds to be received not later than April 25, 2008.
The information in this Form 8-K and the exhibit attached hereto is being furnished (not filed)
under Item 2.01 of Form 8-K.
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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| Exhibit Number |
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Description |
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99.1 |
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Press Release of PICO Holdings, Inc. dated April 22, 2008 |
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