SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
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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 (Date of earliest event reported) January 27, 1998
The Allstate Corporation
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(Exact Name of Registrant as Specified in Charter)
Delaware 1-11840 36-3871531
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(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
Allstate Plaza, Northbrook, Illinois 60062
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (847) 402-6075
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Page 1 of 6
Exhibit Index at page 4
<PAGE>
Item 5. Other Events
On January 27, 1998, the Registrant issued the press release attached
hereto as Exhibit 99.
Item 7. Financial Statements and Exhibits
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(c) Exhibits
Exhibit No. Description
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99 Registrant's press release dated
January 27, 1998
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<PAGE>
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.
THE ALLSTATE CORPORATION
By /s/ Samuel H. Pilch
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Name: Samuel H. Pilch
Title: Controller
January 27, 1998
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<PAGE>
Index to Exhibits
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Sequential
Page
Number Description Number
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99 Registrant's press release dated 5
January 27, 1998
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<PAGE>
Exhibit No. 99
The Allstate Corporation
NEWS
FOR MORE INFORMATION:
Allstate Media Relations
847-402-5600
Pembridge Investor Relations
416-597-1100
For Immediate Release
ALLSTATE TO ACQUIRE PEMBRIDGE, CANADIAN NON-STANDARD AUTO INSURER
(Northbrook, Ill., & Toronto, Canada, January 27, 1998) -- The Allstate
Corporation and Pembridge Inc. today jointly announced that Allstate would make
a cash offer to purchase all of the outstanding shares of Toronto-based
Pembridge Inc., Canada's largest non-standard auto insurer, for Cdn. $20 per
share. The aggregate value of the transaction will be approximately Cdn. $400
million.
Allstate has entered into agreements with respect to its bid with both
Pembridge and certain shareholders of the company. Pembridge's directors have
agreed to recommend that shareholders accept Allstate's offer. It is a condition
of the offer that shareholders with approximately 25% of the outstanding
Pembridge shares have agreed to tender their shares into the bid, subject to
conditions.
"The acquisition of Pembridge Inc. will expand Allstate's presence in
Canada by significantly increasing our non-standard auto market share and adding
to our broker distribution network," said Allstate Chairman and Chief Executive
Officer Jerry D. Choate. "This transaction supports Allstate's growth strategy
of increasing value through selected acquisitions in our core product lines,
both internationally and domestically."
Pembridge Inc. and Pafco Insurance Co. President and Chief Executive
Officer Douglas McIntyre, who will continue in those positions, said,
"Allstate's interest in our company provides recognition of our success in
building the company. We will be
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Allstate/ Pembridge, Inc.
Page 2
better able to serve our policy holders and independent brokers in the
future as part of a large international insurance group."
Pembridge Inc. specializes in the underwriting and marketing of
non-standard automobile insurance and provides property and casualty insurance
to higher-risk businesses. Pafco Insurance Company, Pembridge's Canadian
subsidiary, primarily writes non-standard auto insurance through approximately
1,800 independent brokers throughout Canada. Pembridge underwrites and markets
similar products through its U.S. subsidiaries, Florida-based American Surety &
Casualty Co. and Illinois-based Pembridge General Insurance Co. In Canada, the
non-standard auto market offers insurance coverage to drivers with violations or
accidents on their driving records.
In the United States, Allstate sells non-standard insurance through two
subsidiaries. The Allstate Indemnity Insurance Company, the largest non-standard
auto insurance company in the U.S. with a 17 percent market share, sells its
products through Allstate agents. The Deerbrook Insurance Company sells
non-standard auto insurance through independent agencies.
The offer will be conditional upon at least 90% of the outstanding
Pembridge shares being tendered into Allstate's bid and Allstate receiving the
required regulatory approvals. Allstate expects to create a new Canadian
subsidiary which will make the offer by mailing an offering circular to
Pembridge shareholders within the next few weeks.
The Allstate Corporation, the parent of Allstate Insurance Company, is the
largest publicly held personal lines insurance company in the U.S., insuring one
of every eight homes and automobiles. The company provides insurance for more
than 20 million customers and has more than 15,000 agents in the U.S. and
Canada. Allstate is also a major life insurer.
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