-----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, CQQR2K3b11nOGAT5uSGZjz9zfgRdsF3z/WSuNKVz/V7PeNpCS+axzDZ9aeHj8pY8 GpaFMwu0tPgomC3LhYdOGw== 0000774624-96-000001.txt : 19960307 0000774624-96-000001.hdr.sgml : 19960307 ACCESSION NUMBER: 0000774624-96-000001 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960306 ITEM INFORMATION: Other events FILED AS OF DATE: 19960306 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALLIED GROUP INC CENTRAL INDEX KEY: 0000774624 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 420958655 STATE OF INCORPORATION: IA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-14243 FILM NUMBER: 96531647 BUSINESS ADDRESS: STREET 1: 701 FIFTH AVE CITY: DES MOINES STATE: IA ZIP: 50309 BUSINESS PHONE: 5152804211 MAIL ADDRESS: STREET 1: 701 5TH AVENUE CITY: DES MOINES STATE: IA ZIP: 50391-2000 FORMER COMPANY: FORMER CONFORMED NAME: AID CORP DATE OF NAME CHANGE: 19870519 8-K 1 PRESS RELEASE 03/06/96 1 UNITED STATES 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 March 6, 1996 (Date of earliest event reported) ALLIED Group, Inc. (Exact name of registrant as specified in its chapter) Iowa 0-14243 42-0958655 (State of other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) Fine Number) Identification No.) 701 Fifth Avenue, Des Moines, Iowa 50391-2000 (Address of principal executive offices) (Zip Code) 515-280-4211 (Registrant's telephone number including area code) The total number of pages contained herein is 3 . 2 Item 5. Other Events. On March 6, 1996, ALLIED Group, Inc. announced two events. The first was a Board of Directors decision to pay first-quarter 1996 dividends of $0.22 per share on March 28, 1996, and the second was that the ESOP Trustee elected to convert the ESOP Series preferred stock to common stock on March 7, 1996. Attached hereto and incorporated herein is the press release which is filed as Exhibit 20.1 to this Form 8-K. Item 7. Financial Statements and Exhibits. (c) Exhibits 20.1 Press release dated March 6, 1996 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. ALLIED Group, Inc. (Registrant) /s/ Jamie H. Shaffer --------------------------------------- Jamie H. Shaffer, President (Financial) (Principal Financial Officer and Principal Accounting Officer) Date: March 6, 1996 EX-20 2 NEWS RELEASE 03/06/96 3 EXHIBIT 20.1 ALLIED LOGO NEWS RELEASE ALLIED Group, Inc. For Immediate Release 701 5th Ave. NASDAQ Symbol: ALGR Des Moines, IA 50391-2000 Contact: Jim Shaffer (515) 280-4326 ALLIED GROUP, INC. ANNOUNCES DIVIDEND INCREASE, ESOP STOCK CONVERSION Des Moines, Iowa, March 6, 1996--ALLIED Group, Inc. today announced two events significant to investors. The first was a Board of Directors decision; the second was an action taken by the Trustee of the Company's Employee Stock Ownership Plan (ESOP). At the March 5, 1996 Board meeting, the Directors voted to pay a first-quarter 1996 dividend of $0.22 per share on March 28, 1996 to stockholders of record on March 26th. The dividend is $0.05 higher than the one paid in the fourth quarter of 1995. "The increase recognizes the Company's strong capital position and its potential financial performance," said Chairman John Evans. "The dividend is expected to be in the mainstream in terms of payout ratio and yield." Evans emphasized that in awarding the merited increase, Directors gave full consideration to the dividend policy of the past ten years: "We understand the significance investors have placed on our history of steady annual dividend increases." Primarily on the strength of the higher dividend and the Company's performance trends, the ESOP Trustee has elected to convert the ESOP preferred stock to common stock. The date of the conversion will be March 7, 1996. Since the 2.9 million shares of ESOP Series convertible preferred stock were not part of the 3-for-2 common stock split in 1993, each of those shares will convert to 1.5 shares of common stock. The conversion will increase the number of common shares outstanding to 13.9 million and the total market capitalization to more than $575 million. "The actions should be favorably received by the investment community," said Jim Shaffer, President (Financial). "The higher dividend enhances total return, the conversion will eliminate the confusing disparity between primary and fully diluted earnings per share, and our market cap will henceforth be calculated on a consistent basis." Shaffer highlighted the positive impact on the Company's employee-owners: "Once their ESOP account has been converted, they'll share directly in all benefits that accrue to other investors. Participating in the higher dividend yield on their common stock will be an immediate reward." ALLIED Group, Inc. is a regional property-casualty insurance holding company specializing in personal lines. The Company's property-casualty subsidiaries use independent agencies, exclusive agencies, and direct response marketing to offer products in central and western states. Information on ALLIED Group, Inc. is now available at http://www.cprofiles.com, http://www.prnewswire.com/cnoc, and http://www.cfonews.com/ALGR. -- END -- -----END PRIVACY-ENHANCED MESSAGE-----