UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(Mark One)
[X] Quarterly report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the quarterly period ended SEPTEMBER 30, 2001
or ______
[ ] Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the transition period from ______ to ______.
Commission file number 0-16533
ProAssurance Corporation*
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(Exact name of registrant as specified in its charter)
Delaware 63-1261433
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(State or other jurisdiction of (IRS Employer Identification No.)
incorporation of organization)
100 Brookwood Place, Birmingham, AL 35209
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(Address of principal executive offices) (Zip Code)
(205) 877-4400
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(Registrant's telephone number,
including area code)
Indicate by check mark whether the registrant (l) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports) and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No [ ].
As of November 8, there were 25,779,390 shares of the registrant's common stock
outstanding.
*On June 27, 2001 Medical Assurance, Inc. (Commission file number 001-19439)
and Professionals Group, Inc. (Commission file number 001-21223) became wholly
owned subsidiaries of ProAssurance as more fully described herein.
Page 1 of 4
PREFACE
The purpose of this Amendment #1 to FORM 10-Q for the quarterly period ended
September 30, 2001 is to correct a typographical error on the Condensed
Consolidated Balance Sheets included in Part 1.
The September 30, 2001 amount disclosed on the face of the balance sheets for
deferred taxes deducted from Accumulated Other Comprehensive Income should have
been $8,443, not $212 as shown in the original filing (amounts in thousands).
The attached replacement balance sheets reflect the correct disclosure. The
correction affects no other information in the financial statements.
As required, the registrant is submitting amended Condensed Consolidated
Balance Sheets that reflect the correct disclosure, followed by the signature
page.
PROASSURANCE CORPORATION AND SUBSIDIARIES
Condensed Consolidated Balance Sheets (Unaudited)
(in thousands, except share data)
SEPTEMBER 30 December 31
2001 2000
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ASSETS
Investments:
Fixed maturities available for sale, at fair value $ 1,334,429 $ 603,497
Equity securities available for sale, at fair value 104,064 80,872
Real estate, net 12,976 11,237
Short-term investments 70,349 100,920
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Total investments 1,521,818 796,526
Cash and cash equivalents 58,698 8,550
Premiums receivable 94,074 54,405
Receivable from reinsurers on unpaid losses
and loss adjustment expenses 388,085 166,202
Prepaid reinsurance premiums 17,898 2,704
Deferred taxes 87,975 30,757
Other assets 106,266 63,692
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$ 2,274,814 $ 1,122,836
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LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Policy liabilities and accruals:
Reserve for losses and loss adjustment expenses $ 1,454,856 $ 659,659
Unearned premiums 193,514 78,495
Reinsurance premiums payable 41,316 27,249
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Total policy liabilities 1,689,686 765,403
Other liabilities 56,840 12,266
Long-term debt 85,000 --
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Total liabilities 1,831,526 777,669
Minority interests 22,086 --
Commitments and contingencies -- --
Stockholders' equity:
Common stock, par value $0.01 and $1 per share in 2001 and 2000,
respectively; 100,000,000 shares authorized; 25,899,847 and 25,105,441
shares issued, respectively 259 25,107
Additional paid-in capital 260,853 231,988
Accumulated other comprehensive income (loss), net of
deferred taxes (benefit) of $8,443 and $(460), respectively 15,679 (854)
Retained earnings 144,453 136,257
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421,244 392,498
Less treasury stock at cost, 120,457 and
2,437,503 shares, respectively (42) (47,331)
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Total stockholders' equity 421,202 345,167
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Total liabilities and stockholder's equity $ 2,274,814 $ 1,122,836
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See accompanying notes.
3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant had duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
ProAssurance Corporation
November 19, 2001 By: /s/James J. Morello
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James J. Morello, Chief
Accounting Officer (Duly
authorized officer and
principal financial officer)