form8k.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):  October 12, 2009


EMC INSURANCE GROUP INC.
(Exact name of registrant as specified in its charter)

Iowa
 
0-10956
 
42-6234555
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)

717 Mulberry Street, Des Moines, Iowa
 
50309
(Address of principal executive offices)
 
(Zip Code)

(515) 345-2902
(Registrant’s telephone number, including area code)

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:

¨
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 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.

On October 12, 2009, EMC Insurance Group Inc. issued the following press release:

EMC INSURANCE GROUP INC. ANNOUNCES EXPECTED GAIN ON THE SALE OF SHARES OF VERISK ANALYTICS, INC.

DES MOINES, Iowa (October 12, 2009) – EMC Insurance Group Inc. (Nasdaq/NGS:EMCI) (the “Company”) today announced that it expects to record an after-tax realized gain of approximately $14.6 million, or $1.10 per share, in the fourth quarter on the sale of its common stock investment in Verisk Analytics, Inc. (“Verisk”).  Verisk (formerly known as Insurance Services Office, Inc.) completed its Initial Public Offering on October 7, 2009.  In conjunction with that IPO, the Company sold 100% of its holdings of Verisk (1,064,100 shares) at a price of $21.12 per share ($22.00 sales price less a 4% underwriters’ fee).

EMC Insurance Group Inc., the publicly-held insurance holding company of EMC Insurance Companies, owns subsidiaries with operations in property and casualty insurance and reinsurance. EMC Insurance Companies is one of the largest property and casualty groups in Iowa and among the top 60 insurance groups nationwide based on premium volume. For more information, visit our website.

The Private Securities Litigation Reform Act of 1995 provides issuers the opportunity to make cautionary statements regarding forward-looking statements.  Accordingly, any forward-looking statement contained in this report is based on management’s current beliefs, assumptions and expectations of the Company’s future performance, taking into account all information currently available to management.  These beliefs, assumptions and expectations can change as the result of many possible events or factors, not all of which are known to management.  If a change occurs, the Company’s business, financial condition, liquidity, results of operations, plans and objectives may vary materially from those expressed in the forward-looking statements.  The risks and uncertainties that may affect the actual results of the Company include, but are not limited to, the following:

 
·
catastrophic events and the occurrence of significant severe weather conditions;
 
·
the adequacy of loss and settlement expense reserves;
 
·
state and federal legislation and regulations;
 
·
changes in the property and casualty insurance industry, interest rates or the performance of financial markets and the general economy;
 
·
rating agency actions;
 
·
“other-than-temporary” investment impairment losses; and
 
·
other risks and uncertainties inherent to the Company’s business, including those discussed under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K.

Management intends to identify forward-looking statements when using the words “believe”, “expect”, “anticipate”, “estimate”, “project” or similar expressions.  Undue reliance should not be placed on these forward-looking statements.

 
 

 


The information contained in this Current Report shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

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 on October 12, 2009.


 
EMC INSURANCE GROUP INC.
 
Registrant
   
 
/s/  Bruce G. Kelley
 
 
Bruce G. Kelley
 
President & Chief Executive Officer
   
 
/s/  Mark E. Reese
 
 
Mark E. Reese
 
Senior Vice President and Chief Financial Officer