Exhibit 99.1
District of Columbia Department of Insurance Approves
Proposed Acquisition of NCRIC, Inc. by ProAssurance
BIRMINGHAM, Ala. and WASHINGTON--(BUSINESS WIRE)--July 13,
2005--ProAssurance Corporation (NYSE: PRA) and NCRIC Group, Inc.
(NASDAQ: NCRI) today jointly announced that the District of Columbia
Department of Insurance, Securities and Banking ("DISB") has approved
the proposed acquisition of NCRIC, Inc., the insurance subsidiary of
NCRIC Group, as part of ProAssurance's proposed acquisition of NCRIC
Group. This acquisition is taking place pursuant to a merger agreement
dated February 28, 2005.
NCRIC Group has scheduled a special meeting of shareholders to be
held on August 2, 2005 for the purpose of approving the merger
agreement. The transaction is expected to close subsequent to the
meeting of shareholders.
"We are very pleased by the decision of the insurance department,"
said R. Ray Pate, Jr., president and CEO of NCRIC. "We believe that
the decision of the commissioner and his staff recognizes the benefits
that this transaction brings to NCRIC policyholders."
A. Derrill Crowe, M.D., chairman and CEO of ProAssurance,
expressed ProAssurance's enthusiasm for building on the foundation
that NCRIC has established in the District of Columbia. "NCRIC has a
solid reputation for customer service and advocacy on behalf of its
physician policyholders that is much like ours," said Dr. Crowe. "We
look forward to continuing NCRIC's strong tradition of serving the
needs of the medical community of the District of Columbia and the
surrounding area."
ProAssurance has filed a registration statement with the SEC (File
No. 333-124156) that includes the proxy statement-prospectus for the
special meeting of shareholders to be held on August 2, 2005.
Investors and shareholders of ProAssurance and NCRIC Group are urged
to read the proxy statement-prospectus because it contains important
information regarding the transaction and their legal rights.
Investors and shareholders can obtain a free copy of the proxy
statement-prospectus as well as other documents filed by ProAssurance
and NCRIC Group with the Securities and Exchange Commission at the
Securities and Exchange Commission's website at www.sec.gov, and from
the Investor Relations section of both companies' websites
(www.ProAssurance.com and www.NCRIC.com).
These documents are also available without charge upon request to
either:
ProAssurance Corporation
Frank B. O'Neil
Senior Vice President, Corporate Communications
205-877-4460 or 800-282-6242
foneil@ProAssurance.com
or
NCRIC Group
Eric R. Anderson
Senior Vice President, Corporate Communications
202-969-3102 or 800-613-3615
anderson@NCRIC.com
About ProAssurance
ProAssurance is a specialty insurer with more than $3.2 billion in
assets and $790 million in gross written premiums in 2004. As the
nation's fourth largest writer of medical professional liability
insurance, our principal professional liability subsidiaries, The
Medical Assurance Company, Inc., ProNational Insurance Company, and
Red Mountain Casualty Insurance Company, Inc., are recognized leaders
in developing solutions which serve the needs of the evolving health
care industry. We are the tenth largest writer of personal auto
coverage in Michigan through our subsidiary, MEEMIC Insurance Company.
A.M. Best assigns a rating of "A-" (Excellent) to ProAssurance and
our principal professional liability subsidiaries and MEEMIC, Standard
& Poor's assigns our principal professional liability carriers a
rating of "A-" ("Strong"), and Fitch assigns a rating of "A-" to our
subsidiaries The Medical Assurance Company, ProNational Insurance
Company and MEEMIC Insurance Company.
About NCRIC Group
NCRIC is a healthcare financial services organization that assists
individual physicians and groups of physicians in managing their
practices by providing medical professional liability insurance,
practice management and financial services, and employee benefits plan
design and pension administration. In addition to its headquarters in
Washington, D.C., NCRIC has offices in Wilmington, Delaware;
Greensboro, North Carolina; Richmond and Lynchburg, Virginia; and
Charleston, West Virginia. NCRIC provides services to more than 4,600
physician clients.
Caution Regarding Forward-Looking Statements
This news release contains historical information as well as
forward-looking statements that are based upon our estimates and
anticipation of future events that are subject to certain risks and
uncertainties that could cause actual results to vary materially from
the expected results described in the forward-looking statements. The
words "anticipate," "believe," "estimate," "expect," "hopeful,"
"intend," "may," "optimistic," "preliminary," "project," "should,"
"will," and similar expressions are intended to identify these
forward-looking statements. There are numerous important factors that
could cause our actual results to differ materially from those in the
forward-looking statements. Thus, sentences and phrases that we use to
convey our view of future events and trends are expressly designated
as Forward-Looking Statements as are sections of this news release
clearly identified as giving our outlook on future business. The
principal risk factors that may cause actual results to differ
materially from those expressed in the forward-looking statements are
described in various documents we file with the Securities and
Exchange Commission, including Form 10K for the year ended December
31, 2004 and Form 10Q for the most recent quarter.
These forward-looking statements are subject to significant risks,
assumptions and uncertainties, including, among other things, the
following important factors that could affect the actual outcome of
future events:
Relating to the ongoing operations of the combined companies:
-- General economic conditions, either nationally or in our
market area, that are worse than expected;
-- regulatory and legislative actions or decisions that adversely
affect our business plans or operations;
-- price competition;
-- inflation and changes in the interest rate environment
-- the performance of financial markets and/or changes in the
securities markets that adversely affect the fair value of our
investments or operations;
-- changes in laws or government regulations affecting medical
professional liability insurance and practice management and
financial services;
-- changes to our ratings assigned by A.M. Best;
-- the effect of managed healthcare;
-- uncertainties inherent in the estimate of loss and loss
adjustment expense reserves and reinsurance; and changes in
the availability, cost, quality, or collectibility of
reinsurance;
-- significantly increased competition among insurance providers
and related pricing weaknesses in some markets.
-- changes in accounting policies and practices, as may be
adopted by our regulatory agencies and the Financial
Accounting Standards Board; and
-- changes in our organization, compensation and benefit plans.
Relating to the proposed transaction with NCRIC:
-- The business of ProAssurance and NCRIC may not be combined
successfully, or such combination may take longer to
accomplish than expected;
-- the cost savings from the merger may not be fully realized or
may take longer to realize than expected;
-- operating costs, customer loss and business disruption
following the merger, including adverse effects on
relationships with employees, may be greater than expected;
-- governmental approvals of the merger may not be obtained, or
adverse regulatory conditions may be imposed in connection
with governmental approvals of the merger;
-- restrictions on our ability to achieve continued growth
through expansion into other states or through acquisitions or
business combinations; and
-- the stockholders of NCRIC may fail to approve the merger.
We wish to caution readers not to place undue reliance on any such
forward-looking statements, which speak only as of the date made, and
wish to advise readers that the factors listed above could affect our
financial performance and could cause actual results for future
periods to differ materially from any opinions or statements expressed
with respect to periods in any current statements. We do not undertake
and specifically decline any obligation to publicly release the result
of any revisions that may be made to any forward-looking statements to
reflect events or circumstances after the date of such statements or
to reflect the occurrence of anticipated or unanticipated events.
CONTACT: ProAssurance
Frank B. O'Neil, 800-282-6242 or 205-877-4461
foneil@ProAssurance.com
or
NCRIC Group
Eric R. Anderson, 800-613-3615 or 202-969-3102
anderson@NCRIC.com