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EX-99.1 - PRESS RELEASE - Protective Insurance Corp | exhibit99_1.htm |
UNITED
STATES
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): February 4, 2010
BALDWIN
& LYONS, INC.
___________________________________________________________________________
(Exact
name of registrant as specified in its charter)
Indiana
|
0-5534
|
35-0160330
|
||
(State
of other jurisdiction of incorporation or organization)
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
1099
North Meridian Street, Indianapolis, Indiana
|
46204
|
|
(Address
of principle executive offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area
code: (317) 636-9800
_____________________________________________________________________________________________________
Not
applicable
___________________________________________________________________________
(Former
name of 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 CRF
240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-
2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-
4(c))
Item
7.01 Regulation FD Disclosure
The
following information, including the Exhibit to this Form 8-K, is being
furnished pursuant to Item 2.02 - Results of Operations and Financial Condition
of Form 8-K and is being presented under Item 7.01 of Form 8-K. This information
is not deemed to be “filed” for the purposes of Section 18 of the Securities
Exchange Act of 1934 and is not incorporated by reference into any Securities
Act registration statements.
On
February 4, 2010, Baldwin & Lyons, Inc. (Baldwin) issued a press release
announcing the results of its operations for the fourth quarter and year ended
December 31, 2009. A copy of the press release is attached as Exhibit 99.1 to
this Form 8-K and incorporated by reference to this Item 9.01 as if fully set
forth herein.
Throughout
its press release and in the conference call to discuss the results of its
operations for the fourth quarter and year 2009, Baldwin presents and will
present its results and operations in the manner it believes will be the most
meaningful, which includes some measures that are not based on accounting
principles generally accepted in the United States (GAAP).
Baldwin
management uses the term operating revenue, a non-GAAP
financial measure, which is defined as revenue excluding pre-tax investment
gains and losses. It also uses the term operating income which is
defined as net income
excluding after tax investment gains and losses. These financial measures
are used to evaluate the Company’s performance because the recognition of
investment gains and losses in any given period is largely discretionary as to
timing and could distort the analysis of trends. Baldwin believes that the
defined terms are used commonly in the property/casualty insurance industry and
that equity analysts and the Company’s significant shareholders exclude gains
and losses on investments in their analysis of Baldwin’s results for the same
reason.
The
combined ratios and the components thereof, as presented herein, are commonly
used in the property/casualty insurance industry and are applied to the
Company’s GAAP underwriting results.
A copy of
this press release is also posted on the Company’s website.
Item
9.01 Financial Statements and Exhibits
|
(c)
|
Exhibits.
|
99.1 Baldwin
& Lyons, Inc. press release dated February 4, 2010.
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.
BALDWIN & LYONS, INC.
February
4,
2010 By: /s/ Gary
W. Miller
Gary W. Miller,
Chairman
and Chief Executive
Officer