-----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, M/EXEAegUbiz17klarPB9QISy6PW1s8Uw/XzAZHzFVqiqvgiHMGv35sJoc2MWIZ1 47yK5UXN6UoyIoKFpVDe8w== 0001157523-10-000946.txt : 20100217 0001157523-10-000946.hdr.sgml : 20100217 20100217101309 ACCESSION NUMBER: 0001157523-10-000946 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100217 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100217 DATE AS OF CHANGE: 20100217 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN PHYSICIANS CAPITAL INC CENTRAL INDEX KEY: 0001118148 STANDARD INDUSTRIAL CLASSIFICATION: HOSPITAL & MEDICAL SERVICE PLANS [6324] IRS NUMBER: 383543910 STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-32057 FILM NUMBER: 10611467 BUSINESS ADDRESS: STREET 1: 1301 NORTH HAGADORN ROAD CITY: EAST LANSING STATE: MI ZIP: 48823 BUSINESS PHONE: 5173511150 MAIL ADDRESS: STREET 1: 1301 NORTH HAGADORN ROAD CITY: EAST LANSING STATE: MI ZIP: 48823 8-K 1 a6183000.htm AMERICAN PHYSICIANS CAPITAL, INC. 8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): February 17, 2010

AMERICAN PHYSICIANS CAPITAL, INC.
(Exact Name of Registrant as Specified in Charter)

Commission File Number 000-32057

Michigan

(State of Incorporation)

38-3543910

(IRS Employer Identification No.)


1301 North Hagadorn Road, East Lansing, Michigan 48823
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code:  (517) 351-1150

Not Applicable
(Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 8.01 Other Events.

          On February 17, 2010, American Physicians Capital, Inc. announced in a press release that it has completed its October 2, 2009 $10 million authorization under its 10b5-1 stock repurchase plan and has commenced its $20 million authorization under its 10b5-1 plan approved by its Board of Directors on December 3, 2009.  The related press release is attached hereto as Exhibit 99.1 and incorporated herein as referenced.

Item 9.01 Financial Statements and Exhibits.

          (c) Exhibits.

99.1      Press release dated February 17, 2010

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.

February 17, 2010

AMERICAN PHYSICIANS CAPITAL, INC.

(Registrant)

 

 

By:

/s/ R. KEVIN CLINTON

R. Kevin Clinton

President and Chief Executive Officer


INDEX OF EXHIBITS

Exhibit No.

 

Description

 

99.1

Press release dated February 17, 2010

EX-99.1 2 a6183000ex99_1.htm EXHIBIT 99.1

Exhibit 99.1

American Physicians Capital, Inc. Completes $10 Million
Authorization and Commences $20 Million Authorization under
10b5-1 Stock Repurchase Plan

EAST LANSING, Mich.--(BUSINESS WIRE)--February 17, 2010--American Physicians Capital, Inc. (NASDAQ:ACAP) today announced it has completed its October 2, 2009 $10 million authorization under its 10b5-1 stock repurchase plan. The Company has commenced its $20 million authorization under its 10b5-1 plan approved by its Board of Directors on December 3, 2009.

Year to date through February 16, 2010, the Company has repurchased 216,900 shares at an average price of $28.51 per share. Since the inception of our share repurchase program in 2001 through yesterday, the Company has repurchased 14.5 million shares at an average price of $19.66 per share. The Company has the following outstanding share repurchase authorizations:

  Type of (In thousands)
Date Approved Repurchase Amount   Amount
By Board Plan Authorized Remaining
October 2, 2009 Rule 10b5-1 COMPLETED
December 3, 2009 Rule 10b5-1 $20,000 $20,000
February 7, 2008 Discretionary (1) $25,000 $15,955
$45,000 $35,955
 
(1) All shares will be repurchased under management's discretion in the open market or in
privately negotiated transactions during the Company's normal trading window.
 

Depending on market conditions, the Company may conduct additional discretionary repurchases in the open market or in privately negotiated transactions during its normal trading windows. Any discretionary repurchases will be made under the outstanding February 2008 authorization, which has $16.0 million remaining as of today.

In June 2009, the Company’s Board of Directors declared a four-for-three stock split of its common shares to shareholders. All share and per share numbers disclosed in this press release are split adjusted.

Corporate Description

American Physicians Capital, Inc. is a regional provider of medical professional liability insurance focused primarily in the Midwest and New Mexico markets through American Physicians Assurance Corporation and its other subsidiaries. Further information about the companies is available on the Internet at http://www.apcapital.com.

Forward-Looking Statement

Certain statements made by American Physicians Capital, Inc. in this release may constitute forward-looking statements within the meaning of the federal securities laws. These include statements concerning the continuance of discretionary repurchase transactions made during open trading windows and the expected continuation of share repurchases under the Company’s Rule 10b5-1 plan. In addition, when we use words such as “will,” “should,” “believes,” “expects,” “anticipates,” “estimates” or similar expressions, we are making forward-looking statements. While we believe any forward-looking statements we have made are reasonable, they are subject to risks and uncertainties, and actual results could differ materially. These risks and uncertainties include, but are not limited to, unexpected requirements for cash, including for acquisitions, changes in the Company’s business prospects, the market price of the Company’s stock, unexpected changes in the financial market conditions, and any other factors listed or discussed in the reports filed by APCapital with the Securities and Exchange Commission under the Securities Exchange Act of 1934. APCapital does not undertake, and expressly disclaims any obligation, to update or alter its statements whether as a result of new information, future events or otherwise, except as required by law.

CONTACT:
American Physicians Capital, Inc.
Ann Storberg, Investor Relations (517) 324-6629

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