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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT: APRIL 29, 1998 COMMISSION FILE NO. 1-12785
NATIONWIDE FINANCIAL SERVICES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 31-1486870
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
ONE NATIONWIDE PLAZA
COLUMBUS, OHIO 43215
(614) 249-7111
(Address, including zip code, and telephone number,
including area code, of Registrant's principal executive offices)
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ITEM 5. OTHER EVENTS.
On April 29, 1998, Nationwide Financial Services, Inc. (NFS) agreed to
purchase all of the outstanding shares of Morley Financial Services,
Inc. (Morley) for $32.1 million. Morley is an investment management
company specializing in stable-value investment products for qualified
retirement savings plans.
NFS's news release issued on April 29, 1998 regarding this transaction
is attached as an exhibit to this report and is incorporated herein by
reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
Exhibit 99 News release of Nationwide Financial Services, Inc.
dated April 29, 1998
SIGNATURE
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 hereunto duly authorized.
NATIONWIDE FINANCIAL SERVICES, INC.
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(Registrant)
Date: April 29, 1998 /s/ Mark R. Thresher
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Mark R. Thresher, Vice President - Finance
and Treasurer (Chief
Accounting Officer)
EXHIBIT INDEX
Exhibit No. Description
99 News release of Nationwide Financial Services, Inc. dated April
29, 1998
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Exhibit 99
CONTACTS:
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NATIONWIDE FINANCIAL SERVICES, INC.
Media: Jeff Botti
614-249-6339
Investors: Dan Amodeo
614-249-9039
MORLEY FINANCIAL SERVICES, INC.
Joan Hall
503-603-2226
April 29, 1998
For Immediate Release
NATIONWIDE FINANCIAL SERVICES, INC.
TO ACQUIRE MORLEY FINANCIAL SERVICES, INC.
COLUMBUS, Ohio -- Nationwide Financial Services, Inc. (NYSE: NFS)
agreed today to purchase Morley Financial Services, Inc., an investment
management company with more than $9.4 billion in financial assets. Specific
terms of the transaction were not disclosed.
The purchase, approved by each company's board of directors, is subject
to approval by Morley shareholders and to regulatory approval. The acquisition
is expected to be completed in the second quarter of 1998. Morley Financial
Services, Inc. would continue to operate independently, with its 44-member staff
and operations remaining in Lake Oswego, Oregon.
Morley specializes in stable-value investment products for qualified
retirement savings plans. Stable-value funds offer retirement-plan participants
a low-risk, fixed-income investment option with competitive returns while
preserving capital and maintaining diversification and high credit quality.
"Morley Financial Services, Inc. is a highly successful investment firm
led by a talented and experienced team of professionals with an excellent
reputation in the stable-value asset market," said Joseph J. Gasper, president
and chief operating officer.
"This business combination is a superb complement to our qualified plan
business and significantly strengthens our overall fixed-income capabilities,"
he said. "Bringing stable-value fund management skills to our organization makes
our retirement savings products more attractive in any market environment."
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NFS/MORLEY - 2
Stable-value fund expertise has become a critical requirement for
companies serving the large-case, qualified retirement plan market. Stable-value
funds provide plan participants with competitive and consistent returns from a
diversified pool of high-quality investments, without the market risk associated
with other stock and bond funds.
In addition, stable-value funds allow participants greater flexibility
in transfering funds among different investment options than traditional
guaranteed fixed-rate options offerred in group annuity contracts.
According to Mark R. Thresher, NFS' vice-president of finance, the
transaction is expected to be neutral to NFS' 1998 earnings.
Thresher said, "Integrating stable-value fund options into our group
products will immediately improve the competitiveness of our pension and
public-sector deferred compensation programs, improve retention of existing
accounts, and enable us to further penetrate the larger-case qualified plan
markets."
Gasper added: "The acquisition of Morley Financial Services also helps
Nationwide Financial Services reach new markets, expand distribution
capabilities and offers extensive cross-marketing opportunities."
"This agreement with Nationwide gives us a solid platform for growth
through access to one of the industry's broadest distribution networks," said
Harold H. Morley, president and chief executive officer of Morley Financial
Services, Inc. "Nationwide is a quality, financially solid organization that we
are proud to become affiliated with. Together, we are committed to serving the
retirement savings market with the innovation and excellence that our clients
expect."
Founded in 1982, Morley Financial Services, Inc. is a recognized leader
in stable-value fund management, serving government entities, private and public
corporations, banks, and financial intermediaries. Its principal operating
subsidiary, Morley Capital Management, Inc., was the first stable value money
manager to become a registered investment advisor.
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NFS/MORLEY - 3
Columbus-based Nationwide Financial Services, Inc., with assets of $60
billion and 1997 statutory premiums and deposits of $10.3 billion, is the
publicly traded holding company for the retirement savings operations of the
Nationwide Insurance Enterprise, a Fortune 500 organization. The major operating
subsidiary of NFS is Nationwide Life Insurance Company, the country's 13th
largest life insurer based on assets.
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Certain information included herein may include "forward-looking" information
and statements, as defined in the Private Securities Litigation Reform Act of
1995 (the "Act"). Such forward-looking information is made pursuant to the safe
harbor provisions of the Act and is intended to enhance a reader's ability to
assess future financial performance of the company. Forward-looking information
may involve risks or uncertainties which are described in the cautionary
statements contained in the company's Form 10K filed with the Securities and
Exchange Commission on March 31, 1998, and in other documents filed with the
Securities and Exchange Commission. Investors are specifically referred to the
cautionary statements for a discussion of factors which could affect the
company's operations and financial performance. Any forward-looking information
is based on management's reasonable estimate of future results or trends. The
company undertakes no obligation to update or revise any forward-looking
information, as permitted by the Act.
