SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
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Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Date of Report (Date of earliest event reported): March 10, 2006
ProAssurance Corporation
(Exact name of registrant as specified in its charter)
Delaware 001-16533 63-1261433
(State of Incorporation) (Commission File No.) (IRS Employer I.D. No.)
100 Brookwood Place, Birmingham, Alabama 35209
(Address of Principal Executive Office ) (Zip code)
Registrant's telephone number, including area code: (205) 877-4400
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:
|X| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Securities Act (17
CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-(c) under the Exchange
Act (17CFR 240.13e-(c))
ITEM 2.02 Results of Operation and Financial Condition
On February 28, 2006 we filed a press release reporting the results of
our operations for the fourth quarter and year ended December 31, 2005. A copy
of the press release was filed in a current report on Form 8K on March 1, 2006
and we are incorporating that report into this section by reference as Exhibit
99.1
In that news release we reported the results of our Personal Lines
segment as discontinued operations, as required by accounting regulations.
Results for all periods reported reflected these adjustments.
In this current report on Form 8K we are providing additional quarterly
data for 2005 and 2004 reflecting those adjustments. We are providing this data
in an effort to help interested investors understand how the sale of our
personal lines segment will be presented when we report quarterly and year-end
results throughout 2006. The table containing this data is filed as Exhibit 99.2
to this current report on Form 8K.
ITEM 7.01 Regulations FD Disclosure
We are providing additional data to help interested investors understand
how we will report financial data in 2006. The table providing this data is
filed as Exhibit 99.2 to this current report on Form 8K.
Item 8.01 Other Events
We are furnishing additional financial data, included as Exhibit 99.2 to
this report and incorporated into this item by reference, which we are providing
to investors.
ITEM 9.01 Financial Statements and Exhibits
Exhibit Description
99.1 Current Report on Form 8K filed on March 1, 2006
and incorporated herein by reference.
99.2 Table providing quarterly data for 2005 and 2004
reflecting adjustments for the sale of our personal
lines segment. Results from that segment will be
reported as discontinued operations in 2006 and in
comparative 2005 data, as required by accounting
regulations.
SIGNATURE
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.
Date: March 10, 2006
PROASSURANCE CORPORATION
By: /s/ Edward L. Rand, Jr.
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Edward L. Rand, Jr.
Chief Financial Officer