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Important Information About Your NORCAL Financial Consideration

Overview

Earlier this year, the demutualization of NORCAL Mutual Insurance Company and subsequent acquisition of NORCAL Insurance Company by ProAssurance Corporation were completed. Financial consideration for eligible policyholders has been distributed to the mailing addresses on file.

*Information current as of August 2021

CONSIDERATION DISTRIBUTION: KEY INFORMATION

Checks for Cash at Closing

If you elected Choice 1 (a check for the sale of your Conversion Stock to PRA Professional) or Choice 4 (a check for your conversion cash payment), payment has been issued based on the final calculation as described in the Amended and Restated Plan of Conversion (the “Plan”). Please note that if your account was unable to be tax certified, a federal tax withholding of 24% and, if a California resident, a state tax withholding of 7%, have been deducted from your consideration.

If you have not received your check and would like it re-sent to your address on file or mailed to a different address, please follow these steps:

Named Insured* Is an Individual  Named Insured* Is an Entity

Upon identity verification (see below under Identity Verification Process), the request may be made over the phone by calling Computershare Shareholder Services at (800) 546-5141. Or, the request may be made in writing by the policyholder. See below under Written Requests for mailing instructions.

Note that if an office or practice manager calls on behalf of the policyholder, the policyholder will need to be on the line to complete the identity verification process and give Computershare permission to speak to that third party.

The request must be made in writing by an authorized party and include either of the following to certify that the requesting person is authorized to act on behalf of the policyholder: (a) an original Corporate Resolution with raised seal that is dated within the past 180 days and certified by someone other than the requesting person or (b) a medallion signature guarantee. See below under Written Requests for mailing instructions.

Please be aware that if a stop is placed on an originally issued check and that original check is subsequently received, it will not be negotiable.

Statements of Holdings

If you elected Choice 2 (receive and hold Conversion Stock), a Statement of Holdings showing your ownership of Conversion Stock in NORCAL Insurance Company has been issued.

If you have not received your Statement of Holdings and would like it re-sent to your address on file or mailed to a different address, please follow these steps:

Named Insured* Is an Individual  Named Insured* Is an Entity

Upon identity verification (see below under Identity Verification Process), the request may be made over the phone by calling Computershare’s Call Center at 1-866-508-8333. Or, the request may be made in writing by the policyholder. See below under Written Requests for mailing instructions.

Note that if an office or practice manager calls on behalf of the policyholder, the policyholder will need to be on the line to complete the identity verification process and give Computershare permission to speak to that third party.

The request must be made in writing by an authorized party and include either of the following to certify that the requesting person is authorized to act on behalf of the policyholder: (a) an original Corporate Resolution with raised seal that is dated within the past 180 days and certified by someone other than the requesting person or (b) a medallion signature guarantee. See below under Written Requests for mailing instructions.


Note: The NORCAL Insurance Company Board of Directors has approved an amendment to the Amended and Restated Articles of Incorporation that provides for a reverse stock split for Holders of Conversion Shares. More information can be found here.

Contribution Certificates

If you elected Choice 3, or if Computershare did not receive an election choice for your account by April 27, 2021, a Contribution Certificate in the amount of 100% of your final Allocable Equity has been issued. Please watch your mail for a cover letter containing a ProAssurance logo. The Contribution Certificate accompanies this letter and is a nine-page document that resembles a contract.

If you have not received your Contribution Certificate and would like it re-sent to your address on file or mailed to a different address, please follow these steps:

Named Insured* Is an Individual Named Insured* Is an Entity

Upon identity verification (see below under Identity Verification Process), the request may be made over the phone by calling Computershare’s Call Center at 1-866-508-8333. Subsequent to the call, Computershare will send you an Affidavit Of Non-Receipt, which must be completed and returned to finalize the request.

Or, the request may be made in writing by the policyholder. See below under Written Requests for mailing instructions. The written request must be accompanied by an Affidavit Of Non-Receipt, which may be obtained by calling Computershare’s Call Center at 1-866-508-8333. The Affidavit must be completed and returned to finalize the request.

Note that if an office or practice manager calls on behalf of the policyholder, the policyholder will need to be on the line to complete the identity verification process and give Computershare permission to speak to that third party.

The request must be made in writing by an authorized party and include either of the following to certify that the requesting person is authorized to act on behalf of the policyholder: (a) an original Corporate Resolution with raised seal that is dated within the past 180 days and certified by someone other than the requesting person or (b) a medallion signature guarantee. See below under Written Requests for mailing instructions.

The request must also be accompanied by an Affidavit Of Non-Receipt, which may be obtained by calling Computershare’s Call Center at 1-866-508-8333. The Affidavit must be completed and returned to finalize the request.


*The Named Insured is listed on the declarations page of your NORCAL Insurance Company policy.
WRITTEN REQUESTS

All written requests must be sent directly to Computershare at one of the following addresses:

Regular mail (USPS):
Computershare
PO BOX 505000
Louisville, KY 40233-5000

Expedited delivery (UPS, FedEx):
Computershare
462 South 4th Street
Suite 1600
Louisville, KY 40202

It is recommended that all written requests – especially if including original or medallion stamped documents – are sent via traceable mail (USPS registered mail, FedEx or UPS).
IDENTITY VERIFICATION PROCESS

You will be required to verify your identity when calling Computershare for assistance with your account. Before you call Computershare, please ensure you have the following information ready and accessible, as Computershare will not be able to assist you without it. As a reminder, if an office or practice manager calls on behalf of an individual policyholder, the policyholder will need to be on the line to complete the identity verification process and give Computershare permission to speak to that third party. Here is what you need to provide/validate:

  1. Company identifier (also referred to as “COY”). The COY for NORCAL policyholders is “NORC”.
  2. Name on the account. This is the name of the Named Insured, exactly as it is listed on the declarations page of your NORCAL insurance policy.
  3. Account number. This is on the cover letter and consideration election form that you received from Computershare in early March. If you don’t have your account number, please call NORCAL Customer Service at 844.466.7225. You must be an authorized party on the account to obtain this information.
  4. Mailing address. This is your mailing address on record with NORCAL as of May 25, 2021. If you subsequently changed your address, while the change may be on record with NORCAL, it will not be on record with Computershare.
  5. SSN/TIN (if on the account). This must be the SSN/TIN for the Named Insured. If, for example, you own a practice entity that is the Named Insured on your policy and provide your personal SSN, your ID verification will be rejected. In that instance, you must provide the TIN for the practice entity.

Once Computershare confirms this information, they will be able to review your account with you.
ADDITIONAL QUESTIONS

We have posted a policyholder resource online to help answer any additional questions you may have. Topics covered this FAQ include the following:

  • How was my financial consideration distributed?
  • To what address did you send my transaction documents and consideration payment and when were they sent?
  • Why was my consideration amount different from the amount on the election form included in my transaction packet?
  • I have not received my consideration payment (check, Statement of Holdings, or Contribution Certificate). What should I do?
  • Should I register my Contribution Certificate with Computershare?
  • What is the Contribution Certificate and when will it be paid?
  • Can I change my election to cash instead of a Contribution Certificate?
  • Why was the Contribution Certificate the default option?
  • Since my Contribution Certificate is based on NORCAL Insurance Company’s surplus, is it possible that it could be paid out for less than the policyholder’s Allocable Equity?
  • Why do I need to verify my identity when calling Computershare and how can I do this?
  • What is a medallion signature guarantee, when do I need one, and how can I get it?
  • Are there any alternatives to a medallion signature guarantee for corporate policyholders?
  • Why can't Computershare tell me my Account Number?
  • Can Georgeson assist me if I have questions?
  • What is the Contingent Consideration (i.e. second payment), am I eligible for it, and, if so, when will I receive it?
  • What did NORCAL send out regarding the demutualization?
  • Who should I contact if I have additional questions?