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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) September 13, 2004
CINCINNATI FINANCIAL CORPORATION
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(Exact name of registrant as specified in its charter)
Ohio 0-4604 31-0746871
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
6200 S. Gilmore Road, Fairfield, Ohio 45014-5141
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (513) 870-2000
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(Former name or 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:
|_| 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 240.13a-4(c))
Item 7.01 Regulation FD Disclosure. On September 9, 2004, Cincinnati Financial
Corporation issued the attached news release titled "Cincinnati Financial
Gearing Up for Continued Growth in Insurance Business." The news release is
furnished as Exhibit 99.1 hereto and is incorporated herein by reference. This
report should not be deemed an admission as to the materiality of any
information contained in the news release.
The information furnished in this report shall not be deemed "filed" for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or
otherwise subject to the liabilities of that Section, nor shall such information
be deemed incorporated by reference in any filing under the Securities Act of
1933, as amended.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
Exhibit 99.1 - News release dated September 13, 2004, "Cincinnati
Financial Gearing Up for Continued Growth in Insurance Business"
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 hereunto duly authorized.
CINCINNATI FINANCIAL CORPORATION
--------------------------------
Date September 13, 2004
/s/ Kenneth W. Stecher
----------------------
Kenneth W. Stecher
Chief Financial Officer,
Senior Vice President,
Secretary and Treasurer
(Principal Accounting Officer)
Exhibit 99.1
Cincinnati Financial Gearing Up for Continued Growth in Insurance Business
- Expects to reach 100 property casualty field marketing territories
in 2005
- Plans headquarters expansion in Fairfield, Ohio
CINCINNATI, Sept. 13 /PRNewswire-FirstCall/ -- Speaking at The Cincinnati
Insurance Company's sales meeting for its independent insurance agents in
Arizona, Idaho, Montana and Utah, executives highlighted recent developments
that will support Cincinnati Financial Corporation's (Nasdaq: CINF)
expectation of continued strong growth for its insurance business. These
developments include plans to bring the number of field marketing territories
to the 100 mark in 2005 and the expansion of the company's headquarters in
Fairfield, Ohio, a suburb of Cincinnati.
Chairman and Chief Executive Officer John J. Schiff, Jr., CPCU, said,
"Everything we are doing to achieve our growth objectives goes back to
strengthening our relationships with our local independent insurance agents.
Smaller field marketing territories let us provide a higher level of sales
support and service to the agents who serve our policyholders."
The company anticipates reaching 100 field marketing territories in 2005,
with recent plans to subdivide territories in Nashville, Tennessee, and
Detroit, Michigan, as well as to create a Delaware/Maryland territory. The
planned Delaware/Maryland territory represents both the subdivision of the
current Maryland territory and the company's entry into its first new state
since 2000. Cincinnati's first agency appointments in Delaware are expected by
mid-2005, following the company's submission of its policy forms and rates to
the Delaware Department of Insurance and subject to the Department's
approvals.
Schiff noted, "Given its geographic proximity to Maryland and Pennsylvania
and its favorable regulatory climate, the addition of Delaware is a logical
step. We continue to view expansion within our present 31 states as our
primary avenue for premium growth."
Today, Cincinnati has 92 property casualty field marketing territories and
has previously announced plans to subdivide territories in Birmingham,
Alabama; Chicago, Illinois; Central Indiana; Chattanooga, Tennessee; and Utah.
In addition to the representatives who currently staff the established
marketing territories, the company's 972 independent agencies also are
supported by more than 1,000 additional field representatives who provide
claims, life insurance marketing, loss control, premium audit, bond, leasing
and machinery and equipment services.
Schiff added, "Our progress in Idaho, Montana and Utah - states The
Cincinnati Insurance Companies entered only in the past six years - shows a
great response to our person-to-person approach to serving agents and the
businesses and families in their communities. From virtually zero just a few
short years ago, direct written premiums in these three newer states have
grown to $33 million in 2003 and $21 million in the first six months of 2004.
"While increasing our business with our current agencies is our first and
foremost objective, smaller territories also allow our marketing
representatives to appoint additional, high-caliber agencies in markets where
we identify opportunities to capture a greater market share. As previously
announced, we anticipate appointing approximately 150 new agencies during the
2004 through 2006 period. Twenty-nine new agencies already have been appointed
in 2004, with another 21 appointments expected over the last four months of
the year."
Finally, Schiff noted that the company is in the process of obtaining
zoning approval for a planned expansion of its headquarters facility. "This
expansion affirms our 'upside-down' field structure, where headquarters
associates support a large force of field associates, rather than vice versa.
The field associates are available 24/7 and have broad authority to make their
own day-to-day business decisions. Our expanding infrastructure here in
Cincinnati means we are delivering on our promise to support our
representatives and independent agents in the field."
The two connected towers in use today contain approximately 800,000 square
feet of space and house most of the company's 2,750 headquarters associates.
The building expansion should accommodate anticipated new hires of
approximately 200 associates annually over the next six years. The first phase
of construction will start by early January 2005 with a three-level, 700-space
underground garage. The second phase of construction, expected to begin in
2006, will add a new office tower rising seven stories above the garage and
featuring 487,000 square feet with space for 1,500 associates. The
construction has an estimated completion date of September 2008.
The company anticipates investing approximately $98 million in the
headquarters expansion. Resources of the company's insurance operations are
adequate to fund the project; however, the company is exploring the full range
of financing options available. The company added that it expects to enter
into various contracts related to the headquarters expansion and will file
appropriate Forms 8-K with the Securities and Exchange Commission detailing
material contracts.
Cincinnati Financial Corporation offers property and casualty insurance,
its main business, through The Cincinnati Insurance Company, The Cincinnati
Indemnity Company and The Cincinnati Casualty Company. The Cincinnati Life
Insurance Company markets life and disability income insurance and annuities.
CFC Investment Company supports the insurance subsidiaries and their
independent agent representatives through commercial leasing and financing
activities. CinFin Capital Management Company provides asset management
services to institutions, corporations and individuals. For additional
information, please visit the company's Web site at http://www.cinfin.com .
This is a "Safe Harbor" statement under the Private Securities Litigation
Reform Act of 1995. Certain forward-looking statements contained herein
involve potential risks and uncertainties. The company's future results could
differ materially from those discussed. Factors that could cause or contribute
to such differences include, but are not limited to:
- unusually high levels of catastrophe losses due to changes in weather
patterns, environmental events, terrorism incidents or other causes
- increased frequency and/or severity of claims
- events or conditions that could weaken or harm the company's
relationships with its independent agencies and hamper opportunities to
add new agencies, resulting in limitations on the company's
opportunities for growth, such as:
- downgrade of the company's financial strength ratings,
- concerns that doing business with the company is too difficult or
- perceptions that the company's level of service is no longer a
distinguishing characteristic in the marketplace
- delays in the development, implementation, performance and benefits of
technology projects and enhancements
- amount of reinsurance purchased and financial strength of reinsurers
- inaccurate estimates or assumptions used for critical accounting
estimates, including loss reserves
- results and timely completion of assessment and remediation of internal
controls for financial reporting under the Sarbanes-Oxley Act of 2002
- recession or other economic conditions or regulatory, accounting or tax
changes resulting in lower demand for insurance products
- sustained decline in overall stock market values negatively affecting
the company's equity portfolio, in particular a sustained decline in
the market value of Fifth Third Bancorp (Fifth Third) shares, a
significant equity holding
- events that lead to a significant decline in the market value of a
particular security and impairment of the asset
- prolonged low interest rate environment or other factors that limit the
company's ability to generate growth in investment income
- insurance regulatory actions, legislation or court decisions that
increase expenses or place the company at a disadvantage in the
marketplace
- adverse outcomes from litigation or administrative proceedings
- not receiving an exemptive order pursuant to the Investment Company Act
of 1940 from the SEC, and the resulting changes that would be required
in the company's operations
Further, the company's insurance businesses are subject to the effects of
changing social, economic and regulatory environments. Public and regulatory
initiatives have included efforts to adversely influence and restrict premium
rates, restrict the ability to cancel policies, impose underwriting standards
and expand overall regulation. The company also is subject to public and
regulatory initiatives that can affect the market value for its common stock,
such as recent measures affecting corporate financial reporting and
governance. The ultimate changes and eventual effects, if any, of these
initiatives are uncertain.
Readers are cautioned that the company undertakes no obligation to review
or update the forward-looking statements included in this material.
SOURCE Cincinnati Financial Corporation
-0- 09/13/2004
/CONTACT: Investors, Heather J. Wietzel, +1-513-603-5950, or Media, Joan
O. Shevchik, +1-513-603-5323, both of Cincinnati Financial Corporation/
/Web site: http://www.cinfin.com /
(CINF)
CO: Cincinnati Financial Corporation; Cincinnati Insurance Company;
Cincinnati Indemnity Company; Cincinnati Casualty Company
ST: Ohio
IN: FIN INS
SU: PER
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