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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14D-1
(AMENDMENT NO. 9)
TENDER OFFER STATEMENT
PURSUANT TO SECTION 14(D)(1) OF THE SECURITIES EXCHANGE ACT OF 1934
ALLIED GROUP, INC.
(NAME OF SUBJECT COMPANY)
NATIONWIDE GROUP ACQUISITION CORPORATION
NATIONWIDE MUTUAL INSURANCE COMPANY
(Bidders)
COMMON STOCK, NO PAR VALUE
(Title of Class of Securities)
019220102
(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
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This Amendment No. 9 amends and supplements the Tender Offer Statement
on Schedule 14D-1 initially filed on May 19, 1998 (as amended, the "Schedule
14D-1") with the Securities and Exchange Commission by Nationwide Group
Acquisition Corporation ("Purchaser"), an Ohio corporation and a wholly owned
subsidiary of Nationwide Mutual Insurance Company ("Parent"), an Ohio mutual
insurance company, to purchase all outstanding shares of common stock, no par
value (the "Common Shares"), of Allied Group, Inc., an Iowa corporation, at a
price of $48.25 per Common Share, net to the seller in cash, without interest
thereon, upon the terms and subject to the conditions set forth in the Offer to
Purchase dated May 19, 1998 (the "Offer to Purchase"), as amended and
supplemented by the Supplement thereto, dated June 10, 1998 (the "Supplement")
and the revised Letter of Transmittal (which, together with any amendments or
supplements thereto, constitutes the "Offer"). Capitalized terms used and not
defined herein shall have the meanings assigned such terms in the Offer to
Purchase, the Supplement or the Schedule 14D-1.
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ITEM 10. ADDITIONAL INFORMATION.
The information set forth in Schedule 14D-1 is hereby amended and
supplemented by the following information:
On August 28, 1998, Parent announced that it was extending the
expiration date of the Offer to 5:00 p.m., New York City time, on Wednesday,
September 30, 1998, unless the Offer is further extended. As of the close of
business on August 27, 1998, approximately 8,697,195 Common Shares had been
tendered pursuant to the Offer.
ITEM 11. MATERIAL TO BE FILED AS EXHIBITS.
(a)(40) Text of Press Release issued by Nationwide Mutual Insurance
Company on August 28, 1998.
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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: August 28, 1998
NATIONWIDE MUTUAL INSURANCE COMPANY
By: /s/ David A. Diamond
-------------------------------
Name: David A. Diamond
Title: Vice President - Enterprise Controller
NATIONWIDE GROUP ACQUISITION CORPORATION
By: /s/ Mark B. Koogler
-------------------------------
Name: Mark B. Koogler
Title: Vice President - Associate General Counsel
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EXHIBIT INDEX
(a)(40) Text of Press Release issued by Nationwide Mutual Insurance
Company on August 28, 1998.
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Exhibit (a)(40)
CONTACT:
David Tager, 212-521-5208
Powell Tate
Gerard Carney, 212-521-5233
Powell Tate
John Millen, 614-249-6348
Nationwide Insurance
FOR IMMEDIATE RELEASE
NATIONWIDE EXTENDS TENDER OFFER DEADLINE
FOR ALLIED GROUP, INC.
COLUMBUS, OHIO, AUGUST 28, 1998 - Nationwide Mutual Insurance Company
announced today that it is extending until 5 p.m., New York City time, on
Wednesday, September 30, 1998, its cash tender offer to buy all outstanding
shares of common stock of ALLIED Group, Inc., of Des Moines, Iowa, at a price of
$48.25 per share. The offer is being extended solely to allow additional time
for the completion of the approval process by state regulators.
The offer became effective on Tuesday, May 19, 1998, and was scheduled
to expire at 5 p.m., New York City time, on Monday, August 31, 1998. The offer
is being made through a wholly owned subsidiary of Nationwide.
As of the close of business on Thursday, August 27, 1998, approximately
8,697,195 shares of common stock of ALLIED Group, Inc. had been tendered to
Nationwide under the terms of the offer.
The dealer manager and financial advisor for the offer is Credit Suisse
First Boston Corporation. Georgeson & Company Inc. is the information agent. For
more information, call 1-800-223-2064 or visit Georgeson's web site at
www.georgeson.com.
The $93 billion Nationwide Insurance Enterprise, based in Columbus,
Ohio, is one of the country's largest diversified insurance and financial
services organizations and a Fortune 500 company. Nationwide is the country's
fourth-largest auto insurer and fifth-largest homeowners insurer.
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