-----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, S/l7jj4+OYrJxipmQmasxrsv+ZpSXYr+SX7j6AvlKm/hCaPsPfx2kMhLyNzNZ37C 94kN+tAyTSMzEx1U23TIDA== 0000950152-98-008210.txt : 19981019 0000950152-98-008210.hdr.sgml : 19981019 ACCESSION NUMBER: 0000950152-98-008210 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19981016 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ALLIED LIFE FINANCIAL CORP CENTRAL INDEX KEY: 0000912154 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 421406716 STATE OF INCORPORATION: IA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-44925 FILM NUMBER: 98726909 BUSINESS ADDRESS: STREET 1: 701 FIFTH AVE CITY: DES MOINES STATE: IA ZIP: 50391-2003 BUSINESS PHONE: 5152804211 MAIL ADDRESS: STREET 1: 701 FIFTH AVENUE CITY: DES MOINES STATE: IA ZIP: 50391-2003 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: NATIONWIDE MUTUAL INSURANCE CO CENTRAL INDEX KEY: 0000315099 STANDARD INDUSTRIAL CLASSIFICATION: [] STATE OF INCORPORATION: OH FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: ONE NATIONWIDE ENTERPRISE CITY: COLUMBUS STATE: OH ZIP: 43125 BUSINESS PHONE: 6142497111 MAIL ADDRESS: STREET 1: ONE NATIONWIDE ENTERPRISE CITY: COLUMBUS STATE: OH ZIP: 43215 SC 13D/A 1 ALLIED LIFE/NATIONWIDE MUTUAL 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE EXCHANGE ACT OF 1934 (Amendment No. 1)* ALLIED LIFE FINANCIAL CORPORATION (NAME OF ISSUER) COMMON STOCK, NO PAR VALUE (Title of Class of Securities) 019246107 (CUSIP Number of Class of Securities) W. SIDNEY DRUEN SENIOR VICE PRESIDENT AND GENERAL COUNSEL NATIONWIDE MUTUAL INSURANCE COMPANY ONE NATIONWIDE PLAZA COLUMBUS, OHIO 43215 TELEPHONE: (614) 249-7111 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications on Behalf of Bidders) WITH A COPY TO: ERIC M. FOGEL, ESQ. HAROLD W. NATIONS, ESQ. HOLLEB & COFF 55 E. MONROE STREET, SUITE 4100 CHICAGO, ILLINOIS 60603 TELEPHONE: (312) 807-4600 October 1, 1998 (Date of Event Which Requires Filing of This Statement) If the filing person has previously filed a statement on Schedule 13G to report the requisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), or 13d-1(f) or 13d-1(g), check the following box. [ ] * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). 2 This Amendment No. 1 amends and supplements the Schedule 13D initially filed on June 10, 1998 with the Securities and Exchange Commission by Nationwide Life Acquisition Corporation ("Purchaser"), an Ohio corporation and a wholly owned subsidiary of Nationwide Mutual Insurance Company ("Parent"), an Ohio mutual insurance company, and Parent. 3 CUSIP NO. 019246107 1. NAMES OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Nationwide Mutual Insurance Company (E.I.N.: 31-4177100) 7. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,519,033 Common Shares 2,410,098 Preferred Shares 9. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (7) 98.7% of the Common Shares and 100% of the Preferred Shares representing 99.3% of the voting securities 2 4 CUSIP NO. 019246107 1. NAMES OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Nationwide Life Acquisition Corporation (E.I.N.: 31-1618317) 7. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,519,033 Common Shares 2,410,098 Preferred Shares 9. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (7) 98.7% of the Common Shares and 100% of the Preferred Shares representing 99.3% of the voting securities 3 5 ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. Nationwide Life Acquisition Corporation ("Purchaser"), an Ohio corporation and a wholly owned subsidiary of Nationwide Mutual Insurance Company ("Parent"), an Ohio Mutual Insurance Company, (as defined herein) obtained all funds needed for the Offer (as defined herein) through a capital contribution from Parent (as defined herein). Parent obtained such funds entirely from existing cash accounts. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. At 5:00 p.m., New York City time, on Wednesday, September 30, 1998, the offer ("the Offer") to purchase all outstanding shares of common stock, no par value (the "Common Shares"), of ALLIED Life Financial Corporation, an Iowa corporation, at a price of $30.00 per Common Share, net to the seller in cash, without interest thereon expired. Based on information provided by the depositary, ChaseMellon Shareholder Services, L.L.C. (the "Depositary"), a total of approximately 2,998,027 Common Shares were validly tendered and not properly withdrawn pursuant to the Offer. The Purchaser purchased the Common Shares at the purchase price of $30.00 per Common Share in cash. In addition, pursuant to the completion of the merger of ALLIED Mutual Insurance Company with and into Parent on October 1, 1998, Parent owns 100% of the Preferred Shares and 1,521,006 of the Common Shares. 6 SIGNATURE After due inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: October 16, 1998 NATIONWIDE MUTUAL INSURANCE COMPANY By: /s/ David A. Diamond ------------------------------- Name: David A. Diamond Title: Vice President - Enterprise Controller NATIONWIDE LIFE ACQUISITION CORPORATION By: /s/ Mark B. Koogler ------------------------------- Name: Mark B. Koogler Title: Vice President - Associate General Counsel -----END PRIVACY-ENHANCED MESSAGE-----