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) April 25, 2003 PENN-AMERICA GROUP, INC. (Exact name of registration as specified in this charter) Pennsylvania 0-22316 23-2731409 (State or other jurisdiction of (Commission File (I.R.S. Employer incorporation or organization) Number) Identification No.) 420 S. York Road, Hatboro, Pennsylvania 19040 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (215) 443-3600 Items 1-6 and 8. None Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (c) Exhibits 99.1 Press release dated April 25, 2003 announcing trust preferred offering. Item 9. Regulation FD Disclosure Penn-America Group, Inc. announced today it has executed an agreement for the private placement sale of $15 million of thirty-year floating rate trust preferred securities through a wholly owned trust subsidiary. The company anticipates that the transaction will close by May 15, 2003, subject to the satisfaction of applicable closing conditions. The company's trust subsidiary will have the right to call the trust preferred securities at par after five years from the date of issuance. The intended use of proceeds is to support business growth of the company's insurance operations and general corporate purposes. The trust preferred securities have not been and will not be registered under the Securities Act of 1933, as amended (the "Securities Act"), and will only be offered and sold under an applicable exemption from registration requirements under the Securities Act. Keefe, Bruyette & Woods, Inc. and FTN Financial Capital Markets acted as Placement Agents. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. PENN-AMERICA GROUP, INC. Date: April 25, 2003 BY: /s/ Garland P. Pezzuolo Garland P. Pezzuolo (Vice President, Secretary and General Counsel)