-----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, A/MwEYg4dE2k/K+A/0MuFiGAbN+JfYE7JfTgss9rICzSmrBqMiJhptmMfpQ6Eswz 4BAwy5g1+FfqnSkLLYl5tw== 0000950152-05-007456.txt : 20050902 0000950152-05-007456.hdr.sgml : 20050902 20050902164631 ACCESSION NUMBER: 0000950152-05-007456 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050902 ITEM INFORMATION: Other Events FILED AS OF DATE: 20050902 DATE AS OF CHANGE: 20050902 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MIDLAND CO CENTRAL INDEX KEY: 0000066025 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 310742526 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06026 FILM NUMBER: 051068380 BUSINESS ADDRESS: STREET 1: 7000 MIDLAND BLVD STREET 2: N/A CITY: AMELIA STATE: OH ZIP: 45102-2607 BUSINESS PHONE: 5139437100 MAIL ADDRESS: STREET 1: N/A STREET 2: P O BOX 1256 CITY: CINCINNATI STATE: OH ZIP: 45201 8-K 1 l15921ae8vk.htm THE MIDLAND COMPANY FORM 8-K THE MIDLAND COMPANY Form 8-K
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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): September 2, 2005

     
THE MIDLAND COMPANY
(Exact name of registrant as specified in its charter)
 
         
Ohio   1-6026   31-0742526
(State or other jurisdiction
of incorporation)
  (Commission File No.)   (IRS Employer
Identification No.)
 
     
7000 Midland Boulevard, Amelia, Ohio 45102-2607
(Address of principal executive offices) (Zip Code)
 
     
(513) 943-7100
(Registrant’s telephone number, including area code)
 
     
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.(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
EX-99


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Item 8.01    Other Events
     On September 1, 2005, the Registrant issued a press release commenting on Hurricane Katrina. A copy of the press release is furnished as Exhibit 99 to this report and is incorporated herein by reference.
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.
         
  THE MIDLAND COMPANY
 
 
Date: September 2, 2005  By:   /s/ John I. Von Lehman    
    John I. Von Lehman   
    Executive Vice President, Chief Financial Officer and Secretary   
 

 

EX-99 2 l15921aexv99.htm EX-99 EX-99
 

THE MIDLAND COMPANY
7000 MIDLAND BOULEVARD
AMELIA, OHIO 45102-2607
(513) 943-7100
MAILING ADDRESS
P.O BOX 1256
CINCINNATI, OHIO 45201
Exhibit 99

For Immediate Release   September 1, 2005
Contact:
John I. Von Lehman, Executive Vice President and CFO
(513) 943-7100
The Midland Company Comments on Hurricane Katrina
Ø Losses will be Contained within Company’s Comprehensive Reinsurance Program

Ø Currently Assessing Anticipated Gross Losses

Ø Anticipates Modest Full Year Earnings Impact

Cincinnati, Ohio, September 1, 2005 — The Midland Company (Nasdaq: MLAN), a highly focused provider of specialty insurance products and services, today announced that it is currently assessing the anticipated losses from Hurricane Katrina, which made landfall along the borders of Louisiana and Mississippi earlier this week.
“Access to some of the most affected areas has been restricted, so we can’t yet know the exact extent of the damage,” said John W. Hayden, Midland president and chief executive officer. “We have, however, quantified our exposures along the path of the storm and based on our modeled projections, along with our extensive experience in assessing the financial impact of such catastrophic events, we believe that our after-tax losses, considering the effect of reinsurance and other catastrophe related items, from Hurricane Katrina should be in the range of 40 to 60 cents per share. Losses of the magnitude we currently anticipate from Katrina are well contained within the structure of our catastrophe reinsurance programs. As a point of reference, Midland reported catastrophe losses of 98 cents per share in last year’s third quarter reflecting the impact of the four hurricanes that impacted Florida and the southeastern United States.” All per share amounts are on an after-tax, diluted basis.
Hayden added, “It is important to note that, exclusive of the hurricane losses, we continue to experience very strong underwriting results from our major lines of business in the third quarter as well as on a year to date basis. These favorable underwriting results allow us to remain optimistic about our full year earnings outlook. Assuming normal weather conditions for the remainder of 2005, we believe that we’re still on track to produce record levels of earnings in the range of $2.95 to $3.15 per share, assuming no realized capital gains or losses. This level of earnings would be well ahead of our prior record results of $2.49 per share, exclusive of realized capital gains*, reported in 2004.
American Modern Insurance Group, Midland’s insurance subsidiary, has mobilized 90 company claims adjusters from around the country to serve its policyholders in the affected areas. American Modern has also extended its office hours and will remain open over the Labor Day weekend so that policyholders can file claims. “Our hearts go out to all those that have been affected by Hurricane Katrina,” Hayden said. “We are committed to delivering on our promise to our policyholders in these difficult times, and doing so in a most professional and empathic manner. We strive to bring quick resolution to our policyholders. Historically, we have settled over 85 percent of our catastrophe claims within the first 30 days.”

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The Midland Company Comments on Hurricane Katrina
September 1, 2005
M/G Transport Group
M/G Transport Group, Midland’s niche transportation business subsidiary, maintains operations in New Orleans. “M/G Transport is also dealing with the impact of Hurricane Katrina, which has cut-off access to our New Orleans offices and disrupted our normal shipping patterns. While it will take a while for M/G Transport to resume normal operations, we are not anticipating a significant impact on Midland as a whole,” Hayden said. M/G Transport Group accounts for approximately 5 percent of Midland’s total revenues.
About the Company
Midland, which is headquartered in Cincinnati, Ohio, is a provider of specialty insurance products and services through its wholly owned subsidiary, American Modern Insurance Group, which accounts for approximately 95 percent of Midland’s consolidated revenue. American Modern specializes in writing physical damage insurance and related coverages on manufactured housing and has expanded to other specialty insurance products including coverage for site-built homes, motorcycles, watercraft, snowmobiles, recreational vehicles, physical damage on long-haul trucks, extended service contracts, excess and surplus lines coverages, credit life and related products as well as collateral protection and mortgage fire products sold to financial institutions and their customers. Midland also owns a niche transportation business, M/G Transport Group, which operates a fleet of dry cargo barges for the movement of dry bulk commodities on the inland waterways. Midland’s common stock is traded on the Nasdaq National Market under the symbol MLAN. Additional information on the company can be found on the Internet at www.midlandcompany.com.
*Non-GAAP Measure and Reconciliation to GAAP Measure
Net income before realized capital gains is a non-GAAP measure. Items excluded from this measure are significant components in understanding and assessing financial performance. The company believes that this non-GAAP financial measure provides a clearer picture of the underlying operating activities than the GAAP measure of net income, as it removes potential issues such as timing of investment gains (or losses) and allows readers to individually assess these components of net income.
Reconciliation to GAAP:
         
    Year Ended  
    December 31, 2004  
Per Share Amounts (After-tax, Diluted):
       
Net Income Before Realized Capital Gains*
  $ 2.49  
Net Realized Capital Gains
    0.34  
 
     
Net Income (GAAP)
  $ 2.83  
 
     
Forward Looking Statements Disclosure
Certain statements made in this press release are forward-looking and are made pursuant to the safe harbor provisions of the Securities Litigation Reform Act of 1995. These statements include certain discussions relating to underwriting, premium and investment income volume, business strategies, profitability and business relationships, as well as any other statements concerning the year 2005 and beyond. The forward-looking statements involve risks, uncertainties and other factors that may cause results to differ materially from those anticipated in those statements. Factors that might cause results to differ from those anticipated include, without limitation, adverse weather conditions, changes in underwriting results affected by adverse economic conditions, fluctuations in the investment markets, changes in the retail marketplace, changes in the laws or regulations affecting the operations of the company or its subsidiaries, changes in the business tactics or strategies of the company, its subsidiaries or its current or anticipated business partners, the financial condition of the company’s business partners, acquisitions or divestitures, changes in market forces, litigation and the other risk factors that have been identified in the company’s filings with the SEC, any one of which might materially affect the operations of the company or its subsidiaries. Any forward-looking statements speak only as of the date made. We undertake no obligation to update any forward-looking statements to reflect events or circumstances arising after the date on which they are made.

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