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): September 11, 2003
PMA Capital Corporation
(Exact name of registrant as specified in its charter)
| Pennsylvania (State or other jurisdiction of incorporation) | 000-22761 (Commission File Number) | 23-2217932 (IRS Employer Identification No.) |
| 1735 Market Street, Suite 2800 Philadelphia, Pennsylvania (Address of principal executive offices) | 19103-7590 (Zip Code) |
Registrant's telephone number, including area code:
(215) 665-5046
Not Applicable
(Former name or former address, if changed since last report)
Item 9.Regulation FD Disclosure.
Executives of the Company are expected to participate in investor and analyst conferences on Tuesday, September 16, 2003 and Wednesday, September 17, 2003, respectively. Details about the conferences, including information on how to access the conferences via the internet, are provided in two press releases attached as Exhibits 99.1 and 99.2 to this Form 8-K and are incorporated into this Item 9 by reference.
CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
Oral statements made by executives of Company during the conferences that are not historical facts are forward-looking statements for purposes of safe harbor provisions under The Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on currently available financial, competitive and economic data and our current operating plans based on assumptions regarding future events. The Company’s actual results could differ materially from those expected by the Company’s management. The factors that could cause actual results to vary materially, some of which are described with the forward-looking statements, include, but are not limited to:
| • | changes in general economic conditions, including the performance of financial markets, interest rates and the level of unemployment; |
| • | regulatory or tax changes, including changes in risk-based capital or other regulatory standards that affect the cost of, or demand for, our products or otherwise affect our ability to conduct business; |
| • | competitive conditions that may affect the level of rate adequacy related to the amount of risk undertaken and that may influence the sustainability of adequate rate changes; |
| • | ability to implement and maintain rate increases; |
| • | the effect of changes in workers' compensation statutes and their administration, which may affect the rates that we can charge and the manner in which we administer claims; |
| • | our ability to predict and effectively manage claims related to insurance and reinsurance policies; |
| • | the effect on our reinsurance premium writings if we are unable to attract and retain business, particularly facultative reinsurance and treaty reinsurance for cedants with a very high level of surplus, as a result of the lowering of our financial strength rating by A.M. Best to "A- (Excellent)" in February 2003; |
| • | the lowering or loss of one or more of the financial strength, claims paying or debt ratings, and the impact that any such downgrade may have on our ability to write business or raise capital; |
| • | adequacy of reserves for claim liabilities; |
| • | adverse property and casualty loss development for events that we insured in prior years; |
| • | the uncertain nature of damage theories and loss amounts and the development of additional facts related to the attack on the World Trade Center; |
| • | uncertainty as to the price and availability of reinsurance on business we intend to write in the future, including reinsurance for terrorist acts; |
| • | adequacy and collectibility of reinsurance that we purchased; |
| • | severity of natural disasters and other catastrophes, including the impact of future acts of terrorism, in connection with insurance and reinsurance policies; |
| • | reliance on key management; |
| • | uncertainties related to possible terrorist activities or international hostilities; and |
| • | other factors disclosed from time to time in our most recent Forms 10-K, 10-Q and 8-K filed with the Securities and Exchange Commission. |
Investors should not place undue reliance on any forward-looking statements. Unless otherwise stated, the Company disclaims any current intention to update forward-looking information and to release publicly the results of any future revisions we may make to forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
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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.
| PMA Capital Corporation | |
| Date: September 11, 2003 | By:/s/ William E. Hitselberger |
| William E. Hitselberger | |
| Senior Vice President, Chief Financial Officer and Treasurer |
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Index to Exhibits
| Number | Description | Method of Filing |
| (99) | Additional Exhibits: |
|
| 99.1 | PMA Capital Corporation news release dated September 11, 2003 | Filed herewith. |
| 99.2 | PMA Capital Corporation news release dated September 11, 2003 | Filed herewith. |
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