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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
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FORM
8-K
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CURRENT
REPORT
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Pursuant
to Section 13 OR 15(d) of the Securities Exchange Act of
1934
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Date
of Report: March 16, 2010
(Date
of earliest event reported)
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CINCINNATI
FINANCIAL CORPORATION
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(Exact
name of registrant as specified in its charter)
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Ohio
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0-4604
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31-0746871
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer
Identification
No.)
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6200
S. Gilmore Road, Fairfield, Ohio
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45014-5141
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (513)
870-2000
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N/A
(Former
name or former address, if changed since last report.)
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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:
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13a-4(c))
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·
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This
is our “Safe Harbor” statement under the Private Securities
Litigation Reform Act of 1995. Our business is subject to certain risks
and uncertainties that may cause actual results to differ materially from
those suggested by the forward-looking statements in this report. Some of
those risks and uncertainties are discussed in our 2009 Annual Report on
Form 10-K, Item 1A, Risk Factors, Page 23. Although we often review or
update our forward-looking statements when events warrant, we caution our
readers that we undertake no obligation to do
so.
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Factors
that could cause or contribute to such differences include, but are not
limited to:
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Unusually
high levels of catastrophe losses due to risk concentrations, changes
in weather patterns, environmental events, terrorism incidents or
other causes
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Increased
frequency and/or severity of claims
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Inadequate
estimates or assumptions used for critical accounting
estimates
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Recession
or other economic conditions resulting in lower demand for insurance
products or increased payment
delinquencies
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Delays
in adoption and implementation of underwriting and pricing methods that
could increase our pricing accuracy, underwriting profit and
competitiveness
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Inability
to defer policy acquisition costs for any business segment if pricing and
loss trends would lead management to conclude that segment could not
achieve sustainable profitability
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Declines
in overall stock market values negatively affecting the company’s equity
portfolio and book value
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Events,
such as the credit crisis, followed by prolonged periods of economic
instability or recession, that
lead to:
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Significant
or prolonged decline in the value of a particular security or group of
securities and impairment of the
asset(s)
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Significant
decline in investment income due to reduced or eliminated dividend payouts
from a particular security or group of
securities
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Significant
rise in losses from surety and director and officer policies written for
financial institutions
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Prolonged
low interest rate environment or other factors that limit the company’s
ability to generate growth in investment income or interest rate
fluctuations that result in declining values of fixed-maturity
investments, including declines in accounts in which we hold bank-owned
life insurance contract assets
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Increased
competition that could result in a significant reduction in the company’s
premium volume
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Changing
consumer insurance-buying habits and consolidation of independent
insurance agencies that could alter our competitive
advantages
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Inability
to obtain adequate reinsurance on acceptable terms, amount of reinsurance
purchased, financial strength of reinsurers and the potential for
non-payment or delay in payment by
reinsurers
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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:
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Multi-notch
downgrades of the company’s financial strength
ratings
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Concerns
that doing business with the company is too
difficult
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Perceptions
that the company’s level of service, particularly claims service, is no
longer a distinguishing characteristic in the
marketplace
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Delays
or inadequacies in the development, implementation, performance and
benefits of technology projects and
enhancements
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Actions
of insurance departments, state attorneys general or other regulatory
agencies, including a change to a federal system of regulation from a
state-based system, that:
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Restrict
our ability to exit or reduce writings of unprofitable coverages or lines
of business
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Place
the insurance industry under greater regulatory scrutiny or result in new
statutes, rules
and regulations
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Increase
our expenses
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Add
assessments for guaranty funds, other insurance related assessments or
mandatory reinsurance arrangements; or that impair our ability to recover
such assessments through future surcharges or other rate
changes
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Limit
our ability to set fair, adequate and reasonable
rates
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Place
us at a disadvantage in the
marketplace
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Restrict
our ability to execute our business model, including the way we compensate
agents
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Adverse
outcomes from litigation or administrative
proceedings
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Events
or actions, including unauthorized intentional circumvention of controls,
that reduce the company’s future ability to maintain effective internal
control over financial reporting under the Sarbanes-Oxley Act
of 2002
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Unforeseen
departure of certain executive officers or other key employees due to
retirement, health or other causes that could interrupt progress
toward important strategic goals or diminish the effectiveness of certain
longstanding relationships with insurance agents and
others
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Events,
such as an epidemic, natural catastrophe or terrorism, that could hamper
our ability to assemble our workforce at our headquarters
location
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Difficulties
with technology or data security breaches could negatively affect our
ability to conduct business and our relationships with agents,
policyholders and others
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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.
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CINCINNATI
FINANCIAL CORPORATION
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Date:
March 16, 2010
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/S/
Steven J. Johnston
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Steven
J. Johnston, FCAS, MAAA, CFA
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Chief
Financial Officer, Senior Vice President, Secretary and
Treasurer
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