FALSE000140152100014015212022-12-092022-12-09
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): December 9, 2022
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| UNITED INSURANCE HOLDINGS CORP. |
| (Exact name of registrant as specified in its charter) |
| | | | | | |
| Delaware | | 001-35761 | | 75-3241967 |
| (State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| | | | | | |
| 800 2nd Avenue S. | | | | | 33701 |
| Saint Petersburg, | FL | | | | |
| (Address of principal executive offices) | | | | | (Zip Code) |
| | | | | | |
| | | (727) | 895-7737 | | |
| | | (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:
☐ 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))
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | |
| Title of Each Class | Trading Symbol(s) | Name of Each Exchange on Which Registered |
| Common stock, $0.0001 par value per share | UIHC | Nasdaq Stock Market LLC |
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).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected 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. ☐
Item 8.01. Other Events
On December 8, 2022, Kroll Bond Rating Agency, LLC ("KBRA") announced downgrades of the issuer and debt ratings for United Insurance Holdings Corp. ("UIHC" or "the Company") to BB+ from BBB- and the insurance financial strength rating ("IFSR") for the Company's insurance subsidiary, United Property and Casualty Insurance Company ("UPC") to B+ from BB-. KBRA also affirmed the A- ISFR for the Company's insurance subsidiaries American Coastal Insurance Company and Interboro Insurance Company. All ratings have been removed from Watch Downgrade and now have a Negative Outlook. KBRA subsequently withdrew the IFSR rating of UPC as requested by the Company.
As a result of the issuer and debt rating downgrade for the Company, the interest rate on the Company's $150 million 10-year senior notes will increase from 6.25% to 7.25%. The Company has not experienced any other impacts from this downgrade as of December 9, 2022.
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | | UNITED INSURANCE HOLDINGS CORP. |
| December 9, 2022 | By: | /s/ B. Bradford Martz |
| | | B. Bradford Martz, Chief Financial Officer and President
(principal financial officer and principal accounting officer) |