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 June 3, 1998
(Date of earliest event reported)
ALLIED Life Financial Corporation
(Exact name of registrant as specified in its charter)
Iowa 0-22404 42-1406716
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
701 Fifth Avenue, Des Moines, Iowa 50391-2003
(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 2.
1
<PAGE>
Item 5. Other Events.
Des Moines, Iowa, June 3, 1998 --- ALLIED Life Financial Corporation (NASDAQ:
ALFC) announced that Nationwide Mutual Insurance Company ("Nationwide") has
publicly stated its willingness to acquire all of the outstanding shares of
common stock held by the public shareholders of ALLIED Life Financial
Corporation ("ALFC") for $30 per share in cash. ALFC's Board of Directors met
on June 2, 1998 and determined that it is in principle prepared to recommend
such a transaction subject to among other things, completion of definitive
documentation and various other conditions, including approval by the respective
Boards of each party, delivery of a fairness opinion by Fox-Pitt, Kelton Inc.,
the financial advisor to the Coordinating Committee of the Board which was
appointed to review the transaction, regulatory approvals and approval by ALFC's
shareholders, if required. The transaction would likely be structured as a
tender offer of all of the outstanding shares of common stock of ALFC, to be
followed by a second-stage merger of a subsidiary of Nationwide with and into
ALFC.
The proposed transaction was recommended to the Board of ALFC by a committee of
directors who are not affiliated with ALLIED Group, Inc. or ALLIED Mutual
Insurance Company, the parent company of ALFC.
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For further information, see Schedule 14 D-1 filed on May 19, 1998 by Nationwide
Mutual Insurance Company and Nationwide Group Acquisition Corporation, a wholly
owned subsidiary of Nationwide Mutual Insurance Company, and Schedule 14
D-9,filed June 2, 1998 by ALLIED Group, Inc., as each may be amended from time
to time.
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 Life Financial Corporation.
(Registrant)
/s/ Wendell P. Crosser
Wendell P. Crosser, Vice President and Treasurer
(Principal Financial Officer and Principal Accounting Officer)
Date: June 3, 1998
