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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): March 9, 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)
Item 5. Other Events
Filed as an exhibit is a press release of the
registrant dated March 9, 2000 relating to the results of
the Special Meeting of shareholders.
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit 99. Press Release of the registrant dated
March 9, 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: March 9, 2000 /s/B. Frederick Becker
B. Frederick Becker
Chairman and Chief Executive Officer
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 Stockholders Approve Agreement and Plan of Merger
with The St. Paul Companies
DEERFIELD, IL, March 9, 2000 - MMI Companies, Inc. (NYSE: MMI),
reported that at a special meeting of stockholders today, its
stockholders voted to approve the Agreement and Plan of Merger
between MMI and The St. Paul Companies.
On December 20, 1999 MMI executed an Agreement and Plan of Merger
to be acquired by The St. Paul Companies, Inc. for $10.00 per
share in cash. In connection with obtaining regulatory approval
for the transaction, early termination of the Hart-Scott-Rodino
waiting period and approval of the Missouri Department of
Insurance have been granted. Filings for other regulatory
approvals have been made and are pending. The transaction is
expected to close early in the second quarter of 2000.
Forward-looking statements
Information concerning the expected closing date of the pending
acquisition is a forward-looking statement that involves legal
and regulatory uncertainty. 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 statement.
MMI Companies, Inc. is an international healthcare risk services
company with 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.
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