SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
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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) April 30, 2003
State Auto Financial Corporation
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(Exact name of registrant as specified in its charter)
Ohio
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(State or other jurisdiction of incorporation)
0-19289 31-1324304
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(Commission File Number) (IRS Employer Identification No.)
518 East Broad Street, Columbus, Ohio 43215-3976
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(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code (614) 464-5000
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N/A
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(Former name or former address, if changed since last report)
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ITEM 7: Financial Statements and Exhibits
(c) Exhibits.
Exhibit No. Description
99.1 Press release issued by State Auto Financial
Corporation on April 30, 2003.
ITEM 9: Regulation FD Disclosure
The information in this Current Report on Form 8-K, including the exhibit
hereto, is being furnished, not filed, under "Item 12. Disclosure of Results of
Operations and Financial Condition" and is being provided under this "Item 9.
Regulation FD Disclosure" in accordance with interim procedures promulgated by
the Securities and Exchange Commission in Release No. 33-8216.
On April 30, 2003, the Registrant issued a press release announcing
earnings for the first quarter of 2003 (the "Release"). The full text of the
Release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is
incorporated by reference herein.
The Release included a non-GAAP financial measure, net operational earnings
per share. Net operational earnings per share is equal to GAAP net earnings per
share other than that net operational earnings excludes realized capital gains
and losses, net of applicable taxes, on investment activity for the period being
reported. As disclosed in the Release, GAAP net earnings were $0.53 per diluted
share while net operational earnings were $0.47 per diluted share. For the first
quarter of 2003, the difference between GAAP net earnings per share and net
operational earnings per share was $0.06 of realized capital gains.
Management uses net operational earnings because it believes this
calculation better indicates the Company's operational performance than GAAP net
earnings because net operational earnings exclude sometimes volatile realized
capital gains/losses that are usually one time events. Net operational earnings
provide a more stable platform on which to predict future earnings of the
Company.
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.
STATE AUTO FINANCIAL CORPORATION
Date: May 1, 2003 By: /s/ Robert H. Moone
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Robert H. Moone, Chairman
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EXHIBIT INDEX
Exhibit No. Description of Exhibit
99.1 Press release issued April 30, 2003