-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BmJJe1rlKeHYFN5SEX3dB1LrxEzbfWwDzWgnfzgKA6Y1/KqLoGQLQ7dokyAVfJAD fY6DAgYje/MP8zhTitgIDQ== 0000950103-99-000664.txt : 19990722 0000950103-99-000664.hdr.sgml : 19990722 ACCESSION NUMBER: 0000950103-99-000664 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990719 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990721 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHUBB CORP CENTRAL INDEX KEY: 0000020171 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 132595722 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-08661 FILM NUMBER: 99667874 BUSINESS ADDRESS: STREET 1: 15 MOUNTAIN VIEW RD P O BOX 1615 CITY: WARREN STATE: NJ ZIP: 07061 BUSINESS PHONE: 9089032000 8-K 1 =============================================================================== SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) July 19, 1999 ------------------------------- THE CHUBB CORPORATION - ------------------------------------------------------------------------------- (Exact name of Registrant as Specified in Charter) New Jersey 1-8661 13-2595722 - -------------------------------------------------------------------------------- (State or Other Jurisdiction (Commission File (IRS Employer of Incorporation) Number) Identification No.) 15 Mountain View Road PO Box 1615 Warren, New Jersey 07061-1615 - ------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (908) 903-3607 ----------------------------- Not Applicable - ------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) =============================================================================== Item 5. Other Events. The Chubb Corporation ("Parent") announced yesterday it completed the merger of Excalibur Acquisition, Inc., a wholly owned subsidiary of Parent, with and into Executive Risk Inc. A copy of Chubb's press release announcing the completion of the merger is attached hereto as Exhibit 99.1. Item 7. Exhibits. 99.1 Press Release dated July 20, 1999. 2 SIGNATURE 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 thereunto duly authorized. THE CHUBB CORPORATION By: /s/ Joanne L. Bober ------------------------------------ Senior Vice President & General Counsel July 20, 1999 3 EX-99.1 2 PRESS RELEASE EXHIBIT 99.1 [THE CHUBB CORPORATION LETTERHEAD] FOR IMMEDIATE RELEASE CHUBB COMPLETES ACQUISITION OF EXECUTIVE RISK WARREN, N.J., JULY 20, 1999 - The Chubb Corporation [NYSE CB] announced today that is has completed the previously announced acquisition of Executive Risk Inc. Shareholders of Executive Risk will receive 1.235 shares of Chubb for each Executive Risk share owned of record as of July 19, 1999. Chubb will combine Executive Risk with its own Executive Protection Practice. The combined operation will be based in Simsbury, Connecticut and will be known as Chubb Executive Risk. "This acquisition strengthens Chubb's position as a leading specialty insurer and creates an underwriting resource that will be known for its creativity, responsiveness, speed to market, financial strength and outstanding service," said Dean R. O'Hare, Chairman and CEO of Chubb. "Executive Risk customers will now have access to a broader selection of executive protection and professional liability insurance products, said Mr. O'Hare. Chubb Executive Risk's combined distribution channel will now include 5,000 retail independent agents and brokers worldwide and more than 2,200 wholesale agents, specialty brokers and program administrators. "Combining Chubb's top-rated balance sheet and global network with Executive Risk's fast, innovative product-development capability will enable us to accelerate premium growth in attractive specialty markets and achieve attractive underwriting profit margins," said Mr. O'Hare. Chubb is a leading global specialty insurer. It is known for its strength in executive protection and financial institution coverages, particularly directors and officers liability; employment practices liability, errors and omissions; fiduciary liability, and fidelity. Chubb is also active in other commercial lines and has a large and profitable personal lines business. Based in Warren, New Jersey, Chubb has approximately 10,700 employees worldwide. In 1998, its gross written premiums were $6 billion. Executive Risk focused on the directors and officers; professional liability; errors and omissions; and ancillary markets. Gross written premiums for Executive Risk in 1998 were approximately $500 million. Executive Risk has nearly 600 employees. For further information contact: Gail Devlin (908) 903-3245 Glenn Montgomery (908) 903-2365 Forward Looking Information Certain statements in this communication may be considered to be "forward looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995 such as statements that include words or phrases "will result", "are expected to", "will continue", "is anticipated", "estimate", or similar expressions. Such statements are subject to certain risks and uncertainties. The factors which could cause actual results to differ materially from those suggested by any such statements include but are not limited to those discussed or identified from time to time in the Corporations' public filings with the Securities and Exchange Commission and specifically to: risk or uncertainties associated with the Corporations' expectations with respect to premiums and profitability resulting from the Executive Risk transaction; and, more generally, to: general economic conditions including changes in interest rates and the performance of the financial markets, changes in domestic and foreign laws, regulations and taxes, changes in competition and pricing environments, regional or general changes in asset valuations, the occurrence of significant natural disasters, the development of major Year 2000 liabilities, the inability to reinsure certain risks economically, the adequacy of loss reserves, as well as general market conditions, competition, pricing and restructurings. 2 -----END PRIVACY-ENHANCED MESSAGE-----