INDEPENDENCE HOLDING COMPANY (NYSE:IHC) Files An 8-K Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
Item 3.01

Failure to Satisfy a Continued Listing Rule or Standard

On April 3, 2017, Independence Holding Company (“IHC”) received a notice from the New York Stock Exchange (the “NYSE”) indicating that it is not in compliance with the NYSE’s continued listing requirements under the timely filing criteria established in Section 802.01E of the NYSE Listed Company Manual as a result of its failure to timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2016 (the “Form 10-K”).  

As reported by IHC in its Form 12b-25 filed with the Securities and Exchange Commission (the “SEC”) on March 16, 2017, the reason for the delay is that IHC changed its auditor in late 2016 and was still in the process of finalizing the testing of internal controls for management’s assessment of internal controls.  Management has recently completed its assessment of internal controls.  However, IHC is unable to file the Form 10-K by its extended deadline because it is still in the process of responding to the auditor’s requests for information that the auditor needs to complete its audit of the Form 10-K and related financial statements.  IHC, in consultation with its independent registered public accounting firm RSM US LLP, and outside advisors, has been working diligently to complete the steps necessary in order to file its Form 10-K as soon as practicable.

The NYSE informed IHC that, under the NYSE’s rules, IHC will have six months from  its due date to file the Form 10-K with the SEC. IHC can regain compliance with the NYSE listing standards before that deadline by filing the Form 10-K with the SEC. IHC is diligently working to satisfy the auditor’s requests for information needed for it to finish the audit, and fully expects to file the Form 10-K within the NYSE’s six-month deadline, if not sooner. If IHC fails to file the Form 10-K by the NYSE’s compliance deadline, the NYSE may grant, at its sole discretion, an extension of up to six additional months for IHC to regain compliance, depending on the specific circumstances. The letter from the NYSE also notes that the NYSE may nevertheless commence delisting proceedings at any time if it deems that the circumstances warrant.

Item 9.01.

Financial Statements and Exhibits.

(d)

Exhibits

99.1

Press Release

About INDEPENDENCE HOLDING COMPANY (NYSE:IHC)

Independence Holding Company (IHC) is a holding company principally engaged in the life and health insurance business. The Company’s segments include Medical Stop-Loss; Fully Insured Health; Group disability, life and DBL; Individual life, annuities and other, and Corporate. The Company is a writer across the nation of excess or stop-loss insurance for self-insured employer groups that desire to manage the risk of large medical claims (Medical Stop-Loss). The Fully Insured Health segment includes various categories, such as ancillary benefits, including dental, vision, short-term medical (STM), supplemental products (including fixed indemnity limited benefit, critical illness, and hospital indemnity); pet insurance, and non-subscriber occupational accident. The Group Disability segment comprises long term disability (LTD) and disability benefits law (DBL). It provides specialized disability, and health coverage and related services to commercial customers and individuals.

INDEPENDENCE HOLDING COMPANY (NYSE:IHC) Recent Trading Information

INDEPENDENCE HOLDING COMPANY (NYSE:IHC) closed its last trading session down -0.05 at 18.70 with 4,929 shares trading hands.