UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): September 14, 2004
ASSURANCEAMERICA CORPORATION
(Exact name of Registrant as specified in its charter)
Nevada 0-06334 87-0281240
(State or other jurisdiction of (Commission File No.) (IRS Employer
incorporation or organization Identification No.)
RiverEdge One
Suite 600
5500 Interstate North Parkway
Atlanta, Georgia 30328
(Address of principal executive offices, including zip code)
(770) 933-8911
(Registrant's telephone number, including area code)
N/A
(Former Name 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):
|_| 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 8.01 Other Events
On July 31, 2004, AssuranceAmerica Corporation (the "Company") purchased
substantially all of the assets of Thomas-Cook Holding Company (the "Seller")
pursuant to an Asset Purchase Agreement (the "Agreement") with Trustway
Insurance Agencies, LLC, the Seller and James C. Cook. Pursuant to the
Agreement, as consideration for the purchased assets, the Company paid the
Seller $462,000 in cash, issued the Seller a promissory note in the amount of
$1,078,000, and issued the Seller 1,320,000 shares of the Company's common
stock.
A portion of the Seller's assets that the Company purchased were subject
to a right of first refusal held by Worldwide Insurance Network, Inc. ("WIN") to
purchase such assets (the "WIN Assets"). On August 31, 2004, WIN filed a lawsuit
in the Superior Court of Guilford County, North Carolina seeking, among other
things: (a) a temporary restraining order and preliminary and permanent
injunction restraining the Seller from transferring the WIN Assets to the
Company; (b) a declaratory judgment that any such transfer of the WIN Assets to
the Company would be invalid; and (c) damages and costs from the Company for
tortuous interference with contract. The Seller subsequently agreed not to
transfer the WIN Assets to the Company. The Company, the Seller and WIN are in
the process of negotiating a definitive settlement that is mutually agreeable to
all parties.
SIGNATURE
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.
ASSURANCEAMERICA CORPORATION
Date: September 14, 2004 /s/ Robert J. Cormican
----------------------------------------
Robert J. Cormican
Senior Vice President and Chief
Financial Officer