SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 1 to
Schedule 13E-4
Issuer Tender Offer Statement
(Pursuant to Section 13(e)(1) of the Securities Exchange Act of 1934
And Rule 13E-4 Thereunder)
INTEGON CAPITAL I
(Name of Issuer)
INTEGON CORPORATION
(Name of Person(s) Filing Statement)
10 3/4% Capital Securities, Series B
(Title of Class of Securities)
45811BAC3
(CUSIP Number of Class of Securities)
Bernard J. Buselmeier
Motors Insurance Corporation
485 West Milwaukee Avenue
Detroit, Michigan 48202
(313) 556-2428
(with copies to)
Edwin D. Mason
Foley & Lardner
330 North Wabash Avenue
Suite 3300
Chicago, Illinois 60611
(312) 755-2532
(Name, Address and Telephone Number of Person Authorized to Received Notices
and Communications on Behalf of the Person(s) Filing Statement)
November 12, 1997
(Date Tender Offer First Published,
Sent or Given to Security Holders)
Calculation of Filing Fee
Transaction Amount of filing fee
Valuation* $26,230
$134,733,000
*Calculated solely for purposes of determining the filing fee, based upon the
purchase of all of the outstanding Securities at the total consideration of
$1,347.33 per $1,000 liquidation value.
[X] Check box if any part of the fee is offset as provided by Rule 0-11(a)(2)
and identify the filing with which the offsetting fee was previously paid.
Identify the previous filing by registration statement number, or the Form
or Schedule and the date of its filing.
Amount Previously Paid: $26,230 Form or Registration No.: Schedule 13E-4
Filing Party: Integon Corporation Date Filed: November 12, 1997
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Item 9. MATERIALS TO BE FILED AS EXHIBITS
(a)(8) Press Release, dated November 26, 1997.
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SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify
that the information set forth in the statement is true, complete and correct.
November 26, 1997. INTEGON CORPORATION
(Date) By: /s/ Steven C. Andrews
----------------------------
(Signature)
Name: Steven C. Andrews
----------------------------
Title: Executive Vice President
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Exhibit (a)(8)
Press Release
November 26, 1997
INTEGON CONSENT SOLICITATION PERIODS EXPIRE
For Immediate Release
November 26, 1997 -- Integon Corporation announced that as of 5:00 p.m. New York
City time, on November 25, 1997 it has received consents and tenders from
registered holders representing more than a majority in principal amount of its
8% Senior Notes due 1999 and 9 1/2% Senior Notes due 2001, and a majority in
liquidation amount of the 10 3/4% Capital Securities, Series B of Integon
Capital I, a Delaware business trust (collectively, the "Securities"). The
Securities are subject to concurrent cash tender offers and consent
solicitations, which commenced on November 12, 1997.
Following the expiration of the consent solicitation periods at 5:00 p.m., New
York City time, on November 25, 1997, Integon Corporation shall execute the
supplemental indentures reflecting the proposed amendments to the Indentures
governing the Securities. These amendments substantially modify or eliminate
restrictive covenants in the Indentures, and they will become operative if and
when Integon Corporation purchases the Securities upon completion of the tender
offers. Holders of untendered Securities will be bound by the amendments if and
when they become operative.
As previously announced, the tender offers will expire at midnight, New York
City time, on Wednesday, December 10, 1997, unless extended. Holders may tender
their Securities until such expiration time. Security holders must consent to
the proposed amendments in order to validly tender. Holders tendering after 5:00
p.m., New York City time, on November 25, 1997, will not be entitled to receive
the consent payment. Payments will be paid on the third trading day following
the expiration of the applicable tender offer.
Morgan Stanley Dean Witter is the dealer manager for the tender offers.
Questions regarding the terms of the tender offers may be forwarded to Morgan
Stanley at 800-624-1808. Copies of the offer documents may be obtained by
calling D.F. King & Co. at 800-290-6424.
This news release is neither an offer to purchase nor a solicitation of an offer
to sell securities. The tender offers are only made pursuant to the offering
documents.
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