<PAGE>
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): January 25, 2000
MMI Companies, Inc.
(Exact name of registrant as specified in its charter)
Commission file number: 1-11920
Delaware 36-3263253
(State or other jurisdiction (IRS Employer
incorporation or organization) Identification No.)
540 Lake Cook Road, Deerfield, Illinois 60015-5290
(Address of principal executive offices)
(847) 940-7550
(Registrant's telephone number, including area code)
</PAGE>
<PAGE>
Item 5. Other Events
Filed as an exhibit is a press release of the
registrant dated January 25, 2000 relating to expected
fourth quarter reserve strengthening charge of $65 million.
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit 99. Press Release of the registrant dated
January 25, 2000.
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.
MMI Companies, Inc.
(Registrant)
Date: January 25, 2000 /s/B. Frederick Becker
B. Frederick Becker
Chairman and Chief Executive Officer
</PAGE>
<PAGE>
MMI Companies, Inc.
540 Lake Cook Road Deerfield, Illinois 60015-5290
847-374-2400 FAX 847-940-2372
INVESTOR CONTACT: Paul Orzech, 847-374-2369
MMI Companies, Inc. to Report Fourth Quarter
Reserve Strengthening Charge of $65 million
DEERFIELD, IL, January 25, 2000 - MMI Companies, Inc. (NYSE:
MMI) today reported that its financial results for the
fourth quarter ended December 31, 1999 will include a charge
totaling $65 million for increasing reserves in its
international insurance operations. As a result, operating
loss per share, which does not include realized gains and
losses on investments, net of tax, for the quarter ended
December 31, 1999 is expected to range from $2.19 to $2.29,
and net loss per share is expected to range from $2.20 to
$2.30. For the year ended December 31, 1999, operating loss
per share is expected to range from $5.22 to $5.32, and net
loss per share is expected to range from $5.44 to $5.54.
Actual results are expected to be announced on February 24,
2000.
The majority of the reserve increase relates to casualty
lines, primarily United States medical malpractice and
surplus lines business. The reserve increase relates to
development that occurred during the fourth quarter and
applies principally to business written by Unionamerica
Insurance Company Limited from 1995 to 1999, reflecting a
continuation of competitive market conditions and increasing
trends in severity. The net of tax impact of the charge is
expected to be $45.5 million, or $2.37 per share.
On December 20, 1999, MMI signed a definitive agreement to
be acquired by The St. Paul Companies for $10 per share in
cash, or $200 million. B. Frederick Becker, Chairman and
CEO of MMI, stated, "The St. Paul has been notified of the
charge and indicated that both its pricing of the
transaction, and its statement that it would be accretive to
2001 earnings, reflected The St. Paul's belief that it would
need to take a significant reserve increase at closing.
Directionally, our strengthening moves us closer to The St.
Paul's assessment of our required reserve levels."
</PAGE>
<PAGE>
Forward-looking statements
Certain matters referred to herein contain forward-looking
statements that involve risks and uncertainties. Forward-looking
statements include the information concerning possible or assumed
future results of operations and adequacy of reserves. To that
extent, MMI claims the protection of the disclosure liability
safe harbor for forward-looking statements contained in the
Private Securities Litigation Reform Act of 1995. MMI assumes no
duty to update such forward-looking statements. Readers are
cautioned that important factors could affect the future results
of MMI and cause those results to differ materially from those
expressed in such forward-looking statements. These factors
include successful execution of the Company's operating plans,
the level of continued demand for its products and services,
actions of competitors with respect to products and pricing,
future reserve development, levels of future expenses, evolution
of the healthcare industry, the Company's principal market,
general equity market conditions, and regulatory and legal
uncertainties.
MMI Companies, Inc. is an international healthcare risk services
company with more than 25 years of experience providing a wide
range of products and services that help the healthcare industry
enhance its performance and manage risks associated with the
delivery of care. Through its operating subsidiaries, MMI
provides strategic consulting services, clinical risk management
and operational consulting services, insurance and reinsurance
throughout the US, particularly to the healthcare industry, and
underwrites insurance and reinsurance in the London market. In
addition to its Deerfield headquarters, MMI has a network of
offices throughout the United States and overseas. For more
information about MMI Companies, please visit the Company's Web
site at www.mmicompanies.com.
( # # # )
<PAGE>
