-----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, M5LIR1wLXL5LdZwSxZS7bNeTpvklWPqoL3i+Sv1KB4SfXVs10kuP0nJ905jYQMPr 56SHBl18nY1CKaoefh9eIw== 0000950159-03-000179.txt : 20030305 0000950159-03-000179.hdr.sgml : 20030305 20030305093335 ACCESSION NUMBER: 0000950159-03-000179 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030305 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: FILED AS OF DATE: 20030305 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: 1934 Act SEC FILE NUMBER: 000-22761 FILM NUMBER: 03592273 BUSINESS ADDRESS: STREET 1: 1735 MARKET STREET SUITE 2800 CITY: PHILADELPHIA STATE: PA ZIP: 19103-7590 BUSINESS PHONE: 2156655046 MAIL ADDRESS: STREET 1: 1735 MARKET STREET SUITE 2800 CITY: PHILADELPHIA STATE: PA ZIP: 19103-7590 FORMER COMPANY: FORMER CONFORMED NAME: PENNSYLVANIA MANUFACTURERS CORP DATE OF NAME CHANGE: 19970702 8-K 1 pma8k3-5.htm PMA FORM 8-K

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): March 5, 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 7. Financial Statements and Exhibits.

        (c) The Exhibit Index on Page E-1 is incorporated herein by reference.

Item 9. Regulation FD Disclosure.

        (a) On March 5, 2003, the registrant issued a news release, a copy of which is filed as Exhibit 99 hereto and is incorporated herein by reference.

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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: March 5, 2003 By: /s/ William E. Hitselberger
        William E. Hitselberger
        Senior Vice President, Chief Financial
      and Treasurer

3


Index to Exhibits

   
     
Number Description Method of Filing
 
99 PMA Capital Corporation
news release dated
March 5, 2003
Filed herewith
 



E-1


EX-99 3 exhibit99.htm EXHIBIT 99
Exhibit 99

PMA CAPITAL [LOGO]
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 Affirms 2003 Full-Year Earnings Guidance

Philadelphia, PA, March 5, 2003 – PMA Capital (NASDAQ: PMACA) announced today that it is reaffirming its current 2003 guidance set forth in its earnings release dated February 5, 2003, including $1.70 to $1.85 of full-year after-tax earnings per diluted share reflecting a combined ratio of around 95% for PMA Re and 104% for The PMA Insurance Group. The Company recently affirmed this guidance in a Form 8-K dated February 25, 2003 filed with the Securities and Exchange Commission. Please see our February 5, 2003 earnings release for information regarding the status of the Company’s business outlook.

In addition, although it is the Company’s policy not to comment on market speculation or rumors, the Company is taking this opportunity to comment on the unusually high level of trading in its stock, specifically over the last two days, and the assumption in a recent analyst’s report that the Company would be issuing convertible debt. As we have stated previously, the Company continually monitors its capital needs and is currently exploring various alternatives to access the capital markets. None of the alternatives currently being considered involves the issuance of its common stock or debt convertible into common stock.

Finally, the Company announced today that it has repaid $20 million of the $65 million outstanding under its current credit facility. This brings the Company’s total debt outstanding down to $131.25 million.

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 property and casualty reinsurance, underwritten and marketed through PMA Re, and workers’ compensation, integrated disability and other commercial property and casualty lines of insurance in the eastern part of the United States, underwritten and marketed under the trade name The PMA Insurance Group. For additional information about PMA Capital and its specialty insurance businesses, please visit us at www.pmacapital.com.


CAUTIONARY STATEMENT FOR PURPOSES OF THE “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
Statements made in this press release that are not historical facts are forward-looking statements and are based on estimates, assumptions and projections. Actual results may differ materially from those projected in the forward-looking statements.

These forward-looking statements are based on currently available financial, competitive and economic data and the Company’s 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:

o

changes in general economic conditions, including the performance of financial markets, interest rates and the level of unemployment;


o

regulatory or tax changes, including changes in risk-based capital or other regulatory standards that affect the cost of, or demand for, the Company’s products or otherwise affect the ability of the Company to conduct its business;


o

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;


o

ability to implement and maintain rate increases;


o

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;


o

the Company’s ability to predict and effectively manage claims related to insurance and reinsurance policies;


o

the lowering or loss of one or more of the financial strength, claims paying or debt ratings of the Company and/or its subsidiaries;


o

adequacy of reserves for claim liabilities;


o

adverse property and casualty loss development for events the Company insured in prior years;


o

the uncertain nature of damage theories and loss amounts and the development of additional facts related to the attack on the World Trade Center;


o

uncertainty as to the price and availability of reinsurance on business we intend to write in the future, including reinsurance for terrorist acts;


o

adequacy and collectibility of reinsurance purchased by the Company;


o

severity of natural disasters and other catastrophes in connection with insurance or reinsurance polices;


o

reliance on key management;


o

uncertainties related to possible terrorist activities or international hostilities; and


o

other factors disclosed from time to time in the Company’s most recent Forms 10-K, 10-Q and 8-K filed by the Company with the Securities and Exchange Commission.


Investors should not place undue reliance on any such forward-looking statements. The Company disclaims any obligation 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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