-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, D0k11n7MTxBcVWFhC6opf9BkCbMDeYMtmlXgN+YVnWp3LRwWyWP7jb9SZC9SIuMs ectmr1He0a5SYVmQ4VJ+pA== 0000950159-00-000155.txt : 20000426 0000950159-00-000155.hdr.sgml : 20000426 ACCESSION NUMBER: 0000950159-00-000155 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000424 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000425 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PMA CAPITAL CORP CENTRAL INDEX KEY: 0001041665 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 232217932 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-22761 FILM NUMBER: 608020 BUSINESS ADDRESS: STREET 1: 1735 MARKET STREET SUITE 2800 STREET 2: 380 SENTRY PKWY CITY: PHILADELPHIA STATE: PA ZIP: 19103-7590 BUSINESS PHONE: 2156655046 MAIL ADDRESS: STREET 1: 1735 MARKET STREET SUITE 2800 STREET 2: 380 SENTRY PARKWAY CITY: PHILADELPHIA STATE: PA ZIP: 19103-7590 FORMER COMPANY: FORMER CONFORMED NAME: PENNSYLVANIA MANUFACTURERS CORP DATE OF NAME CHANGE: 19970702 8-K 1 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): April 24, 2000 -------------- PMA Capital Corporation ------------------------------------------------------ (Exact name of registrant as specified in its charter) Pennsylvania 000-22761 23-2217932 ---------------------------- ----------- ------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 1735 Market Street, Suite 2800 Philadelphia, Pennsylvania 19103-7590 -------------------------- ---------- (Address of principal executive offices) (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 5. Other Events. ------------ On April 24, 2000, the registrant issued a news release, a copy of which is filed as Exhibit 99 hereto and is incorporated herein by reference. Item 7. Financial Statements and Exhibits. --------------------------------- (c) The exhibit accompanying this report is listed in the Index to Exhibits on the following page. 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: April 24, 2000 By: /s/Francis W. McDonnell ----------------------- Francis W. McDonnell Senior Vice President, Chief Financial Officer and Treasurer Index to Exhibits Number Description Method of Filing ------ ----------- ---------------- 99 PMA Capital Corporation Filed herewith news release dated April 24, 2000 EX-99 2 [PMA Capital Logo OMITTED] PMA Capital A Specialty Risk Management Company Mellon Bank Center Suite 2800 1735 Market Street Philadelphia, PA 19103-7590 PRESS RELEASE For Release: Immediate Contact: Albert D. Ciavardelli (215) 665-5063 PMA Capital Corporation Receives Shareholder -------------------------------------------- Approval to Reclassify its Common Stock --------------------------------------- Philadelphia, PA, April 24, 2000 - PMA Capital Corporation (NASDAQ: PMACA) announced today that at its Annual Shareholders' Meeting, shareholders approved the Board of Directors' proposal to reclassify each issued share of Common Stock into one share of Class A Common Stock. In addition, all of the other Board proposals subject to shareholder vote were approved. John W. Smithson, the Company's President and Chief Executive Officer, stated: "We are pleased that our shareholders recognized the importance of simplifying the capital structure of PMA Capital by voting for the reclassification proposal that eliminates the dual class of common stock structure. We believe that having a single class of common stock and having all of our outstanding shares trade on the Nasdaq Stock Market System is an important step for the Company." The reclassification amendment will be effective as of 5:00 p.m. (Eastern Time) on April 24, 2000. This means that as of the opening of trading on April 25, 2000, approximately 22 million shares of the Company's Class A Common Stock will be eligible for trading on the Nasdaq Stock Market System. Shareholders are not required to exchange their existing Common Stock certificates for Class A Common Stock certificates. The certificates representing the Common Stock will automatically become certificates representing the Class A Common Stock. PMA Capital Corporation, headquartered in Philadelphia, Pennsylvania, is an insurance holding company, whose operating subsidiaries provide specialty risk management products and services to customers throughout the United States. The primary product lines of PMA Capital's subsidiaries include: 1) property and casualty reinsurance, underwritten and marketed through PMA Re; 2) managed care workers' compensation, integrated disability and other commercial property and casualty lines of insurance in the Mid-Atlantic and Southern regions of the United States, underwritten and marketed under the trade name The PMA Insurance Group; and 3) excess and surplus lines coverages, underwritten and marketed by Caliber One. -----END PRIVACY-ENHANCED MESSAGE-----