-----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, POUavpxfx/pVz0G91jcOCVYmFAm/ovO4GLrgQ7GTZk8Y9kTxd2hf6LPUxaYNAdvs 48M8knZKXD6Tmmso99QEcg== 0000074260-05-000032.txt : 20050316 0000074260-05-000032.hdr.sgml : 20050316 20050316165243 ACCESSION NUMBER: 0000074260-05-000032 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050316 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050316 DATE AS OF CHANGE: 20050316 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: 05686128 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 f8k031605.txt FORM 8-K FOR PRESS RELEASE DATED 03/16/05 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) March 16, 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 March 16, 2005, Old Republic International Corporation announced that it has filed a Form 12b-25 with the Securities and Exchange Commission for an extension of time within which to file its Form 10-K Annual Report. It also announced the filing of its preliminary Form 10-K, which is complete except as to the Report of the Independent Registered Public Accounting Firm in Item 8, management's report on internal control over financial reporting and its evaluation of disclosure controls and procedures in Item 9A, and certain exhibits. The filing extension was necessary in order to enable management and the public accounting firm time to complete their reviews and assessments of the Compan's internal control over financial reporting. Item 9.01. Financial Statements and Exhibits --------------------------------- (c) Exhibits 99.1 Press Release dated March 16, 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: March 16, 2005 By: /s/ A.C. Zucaro ----------------------------------- A.C. Zucaro Chairman and Chief Executive Officer INDEX TO EXHIBITS ----------------- Exhibits 99.1 Press Release dated March 16, 2005. EX-99 2 ex991.txt EXHIBIT 99.1 PRESS RELEASE DATED 03/16/05 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 WEDNESDAY, MARCH 16, 2005 OLD REPUBLIC FILES PRELIMINARY ANNUAL REPORT ON FORM 10-K CHICAGO - MARCH 16, 2005 Old Republic International Corporation (NYSE: ORI) announced today that it has filed a report on Form 12b-25 with the Securities and Exchange Commission for an automatic fifteen-day extension for the filing of its Annual Report on Form 10-K. The Company has also filed a preliminary Annual Report on Form 10-K which is complete except as to Item 8 which does not contain the Report of the Independent Registered Public Accounting Firm, Item 9A which does not contain management's report on internal control over financial reporting and its evaluation of disclosure controls and procedures, and miscellaneous exhibits. These exclusions notwithstanding, Item 8 contains management's report taking responsibility for the preparation of the Company's consolidated financial statements, and its opinion that such financial statements present fairly the Company's financial position as of December 31, 2004 and 2003, and the results of operations for the three year period ended December 31, 2004. As stated in the Company's report on Form 12b-25 the filing extension is necessary to enable it and its public accounting firm time to complete their reviews and assessments of Old Republic's internal control over financial reporting. As of this date, management expects to complete such reviews and assessments and to issue a completed Form 10-K within the fifteen day extension period ending on March 31, 2005. 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 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 approximately $10.6 billion and shareholders' equity of $3.87 billion. Its current stock market valuation is approximately $4.39 billion. For the latest news releases and other corporate documents on Old Republic International visit www.oldrepublic.com -30- -----END PRIVACY-ENHANCED MESSAGE-----