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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)
VARIFLEX, INC.
(Name of Issuer)
VARIFLEX, INC.
(Name of Person(s) Filing Statement)
COMMON STOCK, PAR VALUE $.001 PER SHARE
(Title of Class of Securities)
922242102
(CUSIP Number of Class of Securities)
Raymond H. Losi, II
Variflex, Inc.
5152 North Commerce Avenue, Moorpark, California 93021
(805) 523-0322
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications on Behalf of the Person(s) Filing Statement)
COPIES TO:
MICHAEL C. COHEN, ESQ.
VICTOR H. SIM, ESQ.
ALBERT Y. PARK, ESQ.
Morrison & Foerster LLP
555 West 5th Street, 35th Floor
Los Angeles, California 90013-1024
(213) 892-5200
October 20, 1999
(Date Tender Offer First Published, Sent or Given to Security Holders)
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INTRODUCTORY NOTE
This Amendment No. 1 to the Issuer Tender Offer Statement on Schedule 13E-4
(the "Schedule") which constitutes the final amendment to the Schedule is filed
pursuant to Rule 13e-4 under the Securities Exchange Act of 1934, as amended,
and relates to the offer (the "Offer") by Variflex, Inc., a Delaware corporation
(the "Issuer"), to purchase up to 750,000 (or such lesser number as are properly
tendered) of its shares of common stock, $.001 par value ("Shares") per share at
a price of $6.50 per Share, net to the seller in cash, upon the terms and
subject to the conditions set forth in the Offer to Purchase, dated October 20,
1999, and in the related Letter of Transmittal.
The Offer was terminated at 5:00 p.m., New York time, on December 2, 1999.
A total number of 512,075 Shares were tendered at a price of $6.50 per share.
The Issuer purchased all such tendered Shares for an aggregate price of
$3,328,487.50.
SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
VARIFLEX, INC.
By: /s/ Raymond H. Losi, II
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Raymond H. Losi, II,
Chief Executive Officer
Dated: December 13, 1999
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