-----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, FXQs4LV9DYunShxvz83CRDEyee3POVAXSFNOGJGsTnEN2eugrgUIOjtkYFZR8AAw Ls1c6YIBcH0Idq6A4tJk5g== 0000950123-04-015208.txt : 20041223 0000950123-04-015208.hdr.sgml : 20041223 20041223172349 ACCESSION NUMBER: 0000950123-04-015208 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041223 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041223 DATE AS OF CHANGE: 20041223 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BERKLEY W R CORP CENTRAL INDEX KEY: 0000011544 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 221867895 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15202 FILM NUMBER: 041225151 BUSINESS ADDRESS: STREET 1: 475 STEAMBOAT ROAD STREET 2: . CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 2036293000 MAIL ADDRESS: STREET 1: 475 STEAMBOAT ROAD STREET 2: . CITY: GREENWICH STATE: CT ZIP: 06830 8-K 1 y04164e8vk.htm FORM 8-K FORM 8-K
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As filed with the Securities and Exchange Commission on December 23, 2004

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):   December 23, 2004

W. R. BERKLEY CORPORATION


(Exact name of registrant as specified in its charter)
         
Delaware   1-15202   22-1867895

 
 
 
 
 
(State or other jurisdiction
of incorporation)
  (Commission File
Number)
  (IRS Employer
Identification No.)
     
475 Steamboat Road, Greenwich, CT   06830

 
 
 
(Address of principal executive offices)   (Zip Code)
     
Registrant’s telephone number, including area code:   (203) 629-3000
 
 

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 (see General Instruction A.2. below):

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

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

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

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



 


TABLE OF CONTENTS

Item 8.01. Other Events
Item 9.01. Financial Statements and Exhibits
SIGNATURES
EXHIBIT INDEX
EX-99.1: PRESS RELEASE


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Item 8.01. Other Events

     Reference is made to the press release of W. R. Berkley Corporation (the “Company”) relating to the announcement of the Company regarding both its own internal investigation and inquiries from various state insurance regulators and other state authorities. The press release was issued on December 23, 2004. A copy of the press release is attached to this Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

  (c)   Exhibits
 
  99.1   Press Release dated December 23, 2004

 


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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.
         
  W. R. BERKLEY CORPORATION
 
 
  By:   /s/ Eugene G. Ballard    
    Name:   Eugene G. Ballard   
    Title:   Senior Vice President, Chief Financial Officer and Treasurer   
 

Date: December 23, 2004

 


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EXHIBIT INDEX

     
Exhibit:
   
99.1
  Press Release dated December 23, 2004

 

EX-99.1 2 y04164exv99w1.htm EX-99.1: PRESS RELEASE EXHIBIT 99.1
 

Exhibit 99.1

         
W. R. Berkley Corporation
475 Steamboat Road
Greenwich, Connecticut 06830
(203) 629-3000
  NEWS
RELEASE
   
 
       
FOR IMMEDIATE RELEASE
       
  CONTACT:   Eugene G. Ballard
Chief Financial Officer
(203) 629-3000

W. R. BERKLEY CORPORATION ANNOUNCEMENT REGARDING
INDUSTRY REGULATORY INFORMATION REQUESTS

     Greenwich, CT, December 23, 2004 — W. R. Berkley Corporation (NYSE: BER) today announced that, as previously disclosed, W. R. Berkley Corporation (the “Company”) had retained outside legal counsel to conduct an internal investigation following the announcement by the New York Attorney General’s Office of its investigation into alleged anti-competitive activities in the insurance industry. The Company commenced this internal investigation at its own initiative, not as a result of any specific inquiry. Although the internal investigation is ongoing, outside legal counsel have interviewed a number of employees and reviewed hundreds of thousands of pages of documents.

     Since commencing its internal investigation, the Company and certain of its operating units, like many others in the insurance industry, have received information requests from various state insurance regulators and other state authorities. These requests, for the most part, relate to inquiries into inappropriate solicitation activities, producer compensation practices and the underwriting of legal malpractice insurance. We are responding to each of these inquiries and are cooperating with the applicable regulatory authorities. As a result of our investigation, a single insurance operating unit reported certain limited instances of conduct which could be characterized as involving inappropriate solicitation practices. To address these limited instances, the Company has implemented certain additional internal procedures and is taking other corrective action.

 


 

W.R. Berkley Corporation   Page 2

     Founded in 1967, W. R. Berkley Corporation is an insurance holding company that operates in five segments of the property casualty insurance business: specialty insurance, regional property casualty insurance, alternative markets, reinsurance and international.

     This is a “Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995. Any forward-looking statements contained herein, including statements related to our outlook for the industry and for our performance for the year 2004 and beyond, are based upon the Company’s historical performance and on current plans, estimates and expectations. The inclusion of this forward-looking information should not be regarded as a representation by us or any other person that the future plans, estimates or expectations contemplated by us will be achieved. They are subject to various risks and uncertainties, including but not limited to, the cyclical nature of the property casualty industry, the long-tail and potentially volatile nature of the reinsurance business, product demand and pricing, claims development and the process of estimating reserves, the uncertain nature of damage theories and loss amounts, increases in the level of our retention, natural and man-made catastrophic losses, including as a result of terrorist activities, the impact of competition, the availability of reinsurance, the ability of our reinsurers to pay reinsurance recoverables owed to us, investment risks, including those relating to fixed income securities, merger arbitrage investments, and other equity securities, exchange rate and political risks relating to our international operations, legislative and regulatory developments, including potential regulatory or legal actions arising from the Company’s conduct of business practices, changes in the ratings assigned to us by ratings agencies, the availability of dividends from our insurance company subsidiaries, our ability to successfully acquire and integrate companies and invest in new insurance ventures, our ability to attract and retain qualified employees, and other risks detailed from time to time in the Company’s filings with the Securities and Exchange Commission. These risks could cause actual results of the industry or our actual results for the year 2004 and beyond to differ materially from those expressed in any forward-looking statement made by or on behalf of the Company. Any projections of growth in the Company’s net premiums written and management fees would not necessarily result in commensurate levels of underwriting and operating profits. Forward-looking statements speak only as of the date on which they are made, and the Company undertakes no obligation to update publicly or revise any forward-looking statement, whether as a result of new information, future developments or otherwise.

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