-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JMxKIGx+hBF3selIWx9ZfU+A2zTHo+R7jOE0FfG+5qpsPkc5QyRekJkowFTX+gsQ 0OGCBSjxuAVw/df89f4psw== 0000021175-97-000013.txt : 19970329 0000021175-97-000013.hdr.sgml : 19970329 ACCESSION NUMBER: 0000021175-97-000013 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970328 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HAIN FOOD GROUP INC CENTRAL INDEX KEY: 0000910406 STANDARD INDUSTRIAL CLASSIFICATION: FOOD & KINDRED PRODUCTS [2000] IRS NUMBER: 223240619 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-47517 FILM NUMBER: 97567276 BUSINESS ADDRESS: STREET 1: 50 CHARLES LINDBERGH BLVD CITY: UNIONDALE STATE: NY ZIP: 11553 BUSINESS PHONE: 5162376200 MAIL ADDRESS: STREET 1: 50 CHARLES LINBERGH BLVD CITY: UNIONDALE STATE: NY ZIP: 11553 FORMER COMPANY: FORMER CONFORMED NAME: KINERET ACQUISITION CORP DATE OF NAME CHANGE: 19931021 FORMER COMPANY: FORMER CONFORMED NAME: 21ST CENTURY FOOD PRODUCTS CORP DATE OF NAME CHANGE: 19930830 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CNA FINANCIAL CORP CENTRAL INDEX KEY: 0000021175 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 366169860 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: CNA PLZ CITY: CHICAGO STATE: IL ZIP: 60685 BUSINESS PHONE: 3128225000 MAIL ADDRESS: STREET 1: CNA PLAZA CITY: CHICAGO STATE: IL ZIP: 60685 SC 13G/A 1 SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Under the Securities and Exchange Act of 1934 Schedule 13G (Amendment No. 1) Hain Food Group Inc. (Name of Issuer) Common Stock (Title of Class of Securities ) 405219106 (CUSIP NUMBER) 1) Name of Reporting Person: CNA Financial Corporation SS or IRS Identification 36-6169860 Nos. of Above Persons: 2) Check the Appropriate Box (a) (b) X If A Member of Group (See Instructions) 3) SEC Use Only 4) Citizenship or Place of Organization Delaware Number of (5) Sole Voting Power 0 Shares Beneficially Owned (6) Shared Voting Power 523,432* by Each Reporting Person With: (7) Sole Dispositive Power 0 (8) Shared Dispositive Power: 523,432* 9) Aggregate Amount Beneficially Owned by Each Reporting Person 523,432* 10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) 11) Percent of Class Represented By Amount in Row 9 5.9% 12) Type of Reporting Person (See Instructions) HC * Under Illinois Law, assets owned by Continental Casualty Company an Illinois insurance company, are solely under the control of the board of directors of the insurer. The characterization of shared dispositive power with the parent holding is made solely as a consequence of SEC interpretations regarding control of the subsidiary. CNA Financial Corporation and Loews Corporation specifically disclaim benefical ownership of the securities identified herein. 1) Name of Reporting Person: Loews Corporation SS or IRS Identification 13-2646102 Nos. of Above Persons: 2) Check the Appropriate Box (a) (b) X If A Member of Group (See Instructions) 3) SEC Use Only 4) Citizenship or Place of Organization Delaware Number of (5) Sole Voting Power 0 Shares Beneficially Owned (6) Shared Voting Power 523,432* by Each Reporting Person With: (7) Sole Dispositive Power 0 (8) Shared Dispositive Power: 523,432* 9) Aggregate Amount Beneficially Owned by Each Reporting Person 523,432* 10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) 11) Percent of Class Represented By Amount in Row 9 5.9% 12) Type of Reporting Person (See Instructions) HC * Under Illinois Law, assets owned by Continental Casualty Company an Illinois insurance company, are solely under the control of the board of directors of the insurer. The characterization of shared dispositive power with the parent holding is made solely as a consequence of SEC interpretations regarding control of the subsidiary. CNA Financial Corporation and Loews Corporation specifically disclaim benefical ownership of the securities identified herein. 1) Name of Reporting Person: Continental Casualty Company SS or IRS Identification 36-2114545 Nos. of Above Persons: 2) Check the Appropriate Box (a) (b) X If A Member of Group (See Instructions) 3) SEC Use Only 4) Citizenship or Place of Organization Delaware Number of (5) Sole Voting Power 0 Shares Beneficially Owned (6) Shared Voting Power 523,432* by Each Reporting Person With: (7) Sole Dispositive Power 0 (8) Shared Dispositive Power: 523,432* 9) Aggregate Amount Beneficially Owned by Each Reporting Person 523,432* 10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) 11) Percent of Class Represented By Amount in Row 9 5.9% 12) Type of Reporting Person (See Instructions) HC * Under Illinois Law, assets owned by Continental Casualty Company an Illinois insurance company, are solely under the control of the board of directors of the insurer. The characterization of shared dispositive power with the parent holding is made solely as a consequence of SEC interpretations regarding control of the subsidiary. CNA Financial Corporation and Loews Corporation specifically disclaim benefical ownership of the securities identified herein. Item 1(a) Name of Issuer. Hain Food Group Inc. Item 1(b) Address of Issuer's Principal Executive Offices Jack Kaufmann Chief Financial Officer HAIN FOOD GROUP INC. 50 Charles Lindbergh Blvd. Uniondale, New York 11553 Item 2(a) Name of Persons Filing. CNA Financial Corporation Loews Corporation Continental Casualty Company Item 2(b) Address of Principal Business Office: Continental Casualty Company - CNA Plaza, Chicago, Illinois 60685 CNA Financial Corporation - CNA Plaza, Chicago, Illinois 60685 Loews Corporation - 667 Madison Avenue New York, New York 10021-8087 Item 2(c) Citizenship: Continental Casualty Company - State of Illinois CNA Financial Corporation - State of Delaware Loews Corporation - State of Delaware Item 2(d) Title of Class of Securities. Common Stock Item 2(e) CUSIP Number. 405219106 Item 3 The persons filing this statement pursuant to Rule 13-1(b) or 13d-2 are each: (g) Parent Holding Company (HC) (Relevant subsidiary is Continental Casualty Company, an Illinois domiciled insurance company.) Item 4. Ownership CNA Continental Financial Casualty Corp. Loews Corp. Company (a) Amount Beneficially Owned: 523,432* 523,432* 523,432* (b) Percent of Class 5.9% 5.9% 5.9% (c) Number of shares as to which such person has (i) sole power to vote or to direct the vote 0 0 0 (ii) shared power to vote or to direct vote 523,432* 523,432* 523,432* (iii) sole power to dispose or to direct disposition of 0 0 0 (iv) shared power to dispose or to direct disposition 523,432* 523,432* 523,432* Item 5. Ownership of Five Percent or Less of a Class. Inapplicable. Item 6. Ownership of More than Five Percent on Behalf of Another Person. Inapplicable. Item 7. Identification and Classification of the Subsidiary which Acquired the Security Being Reported On By the Parent Holding Company. Continental Casualty Company, an Illinois insurance company (IC). See Exhibit 1. Item 8. Identification and Classification of Members of the Group. Inapplicable. Item 9. Notice of Dissolution of the Group. Inapplicable. * Under Illinois Law, assets owned by Continental Casualty Company an Illinois insurance company, are solely under the control of the board of directors of the insurer. The characterization of shared dispositive power with the parent holding is made solely as a consequence of SEC interpretations regarding control of the subsidiary. Item 10. Certification of CNA Financial Corporation. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transactions having such purposes or effect. After reasonable inquiry and to the best of my knowledge and believe, I certify that the information set forth in this statement is true, complete and correct. March 28, 1997 Date /s/ Donald M. Lowry Signature Donald M. Lowry Senior Vice President, Secretary and General Counsel Item 10. Certification of Loews Corporation. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transactions having such purposes or effect. After reasonable inquiry and to the best of my knowledge and believe, I certify that the information set forth in this statement is true, complete and correct. March 28, 1997 Date /s/ Barry L Hirsch Signature Barry L. Hirsch Senior Vice President, Secretary and General Counsel Item 10. Certification of Continental Casualty Company. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transactions having such purposes or effect. After reasonable inquiry and to the best of my knowledge and believe, I certify that the information set forth in this statement is true, complete and correct. March 28, 1997 Date /s/ Donald M. Lowry Signature Donald M. Lowry Senior Vice President, Secretary and General Counsel Exhibit I Loews Corporation holds in excess of 84% of the equity of CNA Financial Corp. CNA Financial Corp. owns 100% of the relevant subsidiary, Continental Casualty Company, an Illinois domiciled insurance company (IC). Continental Casualty Company is the direct owner of the position being reported. Exhibit 2 Each of the undersigned hereby agrees that the Schedule 13G filed herewith is filed jointly, pursuant to Rule 13d-l(f) of the Securities and Exchange Act of 1934, as amended, on behalf of each of the undersigned. CONTINENTAL CASUALTY COMPANY CNA FINANCIAL CORPORATION /s/ Donald M. Lowry Signature Donald M. Lowry Senior Vice President, Secretary and General Counsel LOEWS CORPORATION /s/ Barry L Hirsch Signature Barry L. Hirsch Senior Vice President, Secretary and General Counsel -----END PRIVACY-ENHANCED MESSAGE-----