-----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, GLTufZvKsX/3aNRJ/Hvu+ljctEy0j6sCp5CGzT9iko5ahKTQUmiKZoQWugwnVII1 KGl5H81K2WFWgKRSlmTCTw== 0000074260-05-000003.txt : 20050125 0000074260-05-000003.hdr.sgml : 20050125 20050124173208 ACCESSION NUMBER: 0000074260-05-000003 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050124 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050125 DATE AS OF CHANGE: 20050124 FILER: COMPANY DATA: COMPANY CONFORMED NAME: OLD REPUBLIC INTERNATIONAL CORP CENTRAL INDEX KEY: 0000074260 STANDARD INDUSTRIAL CLASSIFICATION: SURETY INSURANCE [6351] IRS NUMBER: 362678171 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10607 FILM NUMBER: 05545375 BUSINESS ADDRESS: STREET 1: 307 N MICHIGAN AVE CITY: CHICAGO STATE: IL ZIP: 60601 BUSINESS PHONE: 3123468100 MAIL ADDRESS: STREET 1: 307 N MICHIGAN AVE CITY: CHICAGO STATE: IL ZIP: 60601 8-K 1 f8k012405.txt FORM 8-K DATED 01/24/05 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) January 24, 2005 OLD REPUBLIC INTERNATIONAL CORPORATION ------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 001-10607 36-2678171 - ---------------------------- ------------ ------------------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 307 North Michigan Avenue, Chicago, Illinois 60601 --------------------------------------------------- (Address of principal executive offices) (Zip Code) (312) 346-8100 ---------------------------------------------------- (Registrant's telephone number, including area code) N/A ------------------------------------------------------------ (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): [ ] 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 140.14d-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 January 24, 2005, Old Republic International Corporation announced that it would record special post tax charges of approximately $25.5 million, or 14 cents per share in its fourth quarter and year-end 2004 results stemming from a California Court of Appeals ruling affirming a prior trial court verdict against Old Republic Title Company and a write down of previously deferred acquisition costs associated with a life insurance product discontinued near year-end 2004. Item 9.01. Financial Statements and Exhibits --------------------------------- (c) Exhibits 99.1 Press Release dated January 24, 2005. 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 thereunto duly authorized. OLD REPUBLIC INTERNATIONAL CORPORATION Registrant Date: January 24, 2005 By: /s/ A.C. Zucaro ----------------------------------- A.C. Zucaro Chairman and Chief Executive Officer INDEX TO EXHIBITS ----------------- Exhibits 99.1 Press Release dated January 24, 2005. EX-99 2 ex991.txt PRESS RELEASE DATED 01/24/05 Exhibit 99.1 NEWS BULLETIN - -------------------------------------------------------------------------------- Old Republic International Corporation 307 North Michigan Avenue, Chicago, IL 60601-5382 312/346-8100 - -------------------------------------------------------------------------------- For Further Information: AT OLD REPUBLIC: AT FINANCIAL RELATIONS BOARD: A.C. Zucaro George Zagoudis Chairman & CEO General Information (312) 346-8100 (312) 640-6663 gzagoudis@financialrelationsboard.com AT FINANCIAL RELATIONS BOARD: AT FINANCIAL RELATIONS BOARD: Leslie Loyet Tim Grace Analysts/Investors Media Inquiries (312) 640-6672 (312) 640-6667 lloyet@financialrelationsboard.com tgrace@financialrelationsboard.com - -------------------------------------------------------------------------------- FOR IMMEDIATE RELEASE NYSE: ORI MONDAY, JANUARY 24, 2005 OLD REPUBLIC TO INCUR SPECIAL CHARGES OF $25.5 MILLION AGAINST 2004 RESULTS Chicago, IL - January 24, 2005 - Old Republic International Corporation (NYSE: ORI), today announced that it would record special post tax charges of approximately $25.5 million, or 14 cents per share in its fourth quarter and year end 2004 results due to be released on Thursday, January 27, 2005. Nearly 75% of the charge represents an increase of reserves previously posted and stems from a ruling on January 20 by the California Court of Appeals affirming a prior trial court verdict against Old Republic Title Company. The remainder covers a write down of previously deferred acquisition costs applicable to a life insurance product discontinued near year-end 2004. For the first nine months of 2004, Old Republic reported diluted net operating earnings per share of $1.73 and net income of $1.81. For all of 2003 such earnings were $2.44 and $2.51 respectively, and for the final quarter of 2003, they were $0.59 and $0.62, respectively. About Old Republic Chicago-based Old Republic International Corporation is an insurance holding company whose subsidiaries market, underwrite and provide risk management services for a wide variety of coverages primarily in the property and liability, mortgage guaranty, and title insurance fields. One of the nation's 50 largest publicly owned insurance organizations, Old Republic has assets of nearly $10.4 billion and capitalization of $3.9 billion. Its current stock market valuation is approximately $4.4 billion. For the latest news releases and other corporate documents on Old Republic International visit www.oldrepublic.com. -30- -----END PRIVACY-ENHANCED MESSAGE-----