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 (Date of earliest event reported): October 7, 2011

 

 

THE ALLSTATE CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware

---------------

(State or Other Jurisdiction of Incorporation)

 

 

 

1-11840

36-3871531

 

 

--------------

----------------

 

 

(Commission File Number)

(IRS Employer Identification No.)

 

 

 

2775 Sanders Road, Northbrook, Illinois     60062

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(Address of Principal Executive Offices)   (Zip Code)

 

 

Registrant’s   telephone   number,   including  area  code: (847) 402-5000

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

[   ]       Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

[   ]       Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

[   ]       Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

[   ]       Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



 

Section 8 – Other Events

 

Item 8.01.  Other Events.

 

On October 7, 2011 (“closing date”), the Registrant issued a press release announcing that it has obtained all required regulatory approvals and closed its acquisition of the Esurance business and Answer Financial Inc. (“AFI”) from White Mountains Insurance Group, Ltd. (“White Mountains”).  Under the terms of a stock purchase agreement, filed as an exhibit to the Registrant’s Form 8-K filed on May 23, 2011, the Registrant acquired on the closing date all of the shares of White Mountains, Inc. (“WMI”) and AFI for a cash purchase price of $1 billion, subject to adjustment.  WMI, together with its direct or indirect subsidiaries, operates the Esurance business.  AFI, together with its direct or indirect subsidiaries, operates the Answer Financial agency business.  A copy of the press release is attached hereto, filed as Exhibit 99 to this report, and is incorporated herein by reference.

 

 

Section 9 – Financial Statements and Exhibits

 

Item 9.01.

 

Financial Statements and Exhibits.

 

 

 

  (d)

 

Exhibits

 

 

 

 

 

Exhibit No.

Description

 

 

 

 

 

 

99

Registrant’s press release dated October 7, 2011

 

2



 

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 hereunto duly authorized.

 

 

THE ALLSTATE CORPORATION

 

 

 

 

 

 

 

By:

/s/ Mary J. McGinn

 

 

----------------------------------------

 

 

Name:

Mary J. McGinn

 

 

Title:

Senior Vice President,

 

 

Deputy General Counsel and

 

 

Secretary

 

 

 

 

Date:  October 7, 2011

 

 

3


Exhibit 99

 

 

NEWS

 

FOR IMMEDIATE RELEASE

 

Contacts:

 

 

Maryellen Thielen

 

Robert Block, Christine Ieuter

Media Relations

 

Investor Relations

(847) 402-5600

 

(847) 402-2800

 

Allstate Closes Acquisition of Esurance and Answer Financial

 

NORTHBROOK, Ill., October 7, 2011 – The Allstate Corporation (NYSE: ALL) today announced that it has obtained all required regulatory approvals and closed its acquisition of Esurance and Answer Financial from White Mountains Insurance Group, Ltd. (NYSE: WTM). The purchase price was approximately $1 billion. The transaction is expected to be non-dilutive to Allstate’s earnings in the second full year of ownership.

 

“Allstate is uniquely positioned to serve different customer segments with unique products and services,” said Thomas J. Wilson, Allstate’s president, chairman and chief executive officer. “This transaction provides immediate incremental growth in customer relationships and makes Allstate the only company serving all four major consumer segments based on their preferences for advice and choice. Allstate agencies serve personal touch loyalists who prefer local personal advice and are brand-sensitive. Esurance provides the business platform to serve the self-directed, brand-sensitive market segment. Answer Financial strengthens our offering to self-directed consumers who want a choice between insurance carriers. Customers who utilize independent agents and are brand-neutral are served by our Encompass operation.”

 

In the coming months, the Esurance management team will work to enhance its operational and marketing effectiveness by leveraging Allstate’s brand, pricing expertise and claims capabilities. Allstate intends to maintain the current headquarters of Esurance in San Francisco and Answer Financial in Los Angeles. These operations will be reported in the Allstate Protection reporting segment.

 

The Allstate Corporation (NYSE: ALL) is the nation’s largest publicly held personal lines insurer known for its “You’re In Good Hands With Allstate®” slogan. Now celebrating its 80th anniversary as an insurer, Allstate is reinventing protection and retirement to help nearly 16 million households insure what they have today and better prepare for tomorrow. Consumers access Allstate insurance products (auto, home, life and retirement) and services through Allstate agencies, independent agencies, and Allstate exclusive financial representatives in the U.S. and Canada, as well as via www.allstate.com and 1-800-Allstate®.

 

Esurance provides personal auto insurance direct to consumers online and through select agents, including sister company Answer Financial. Esurance is dedicated to constantly improving the way people shop for, buy, and manage their auto insurance. By combining the best of technology with industry know-how, Esurance is able to offer hassle-free coverage with 24/7 customer service and claims handling at competitive prices. For more information, visit www.esurance.com and www.answerfinancial.com.

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