SECURITIES AND EXCHANGE COMMISSION Washington, D.C. _____________________ 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) November 1, 1999 The Allstate Corporation (Exact Name of Registrant as Specified in Charter) DELAWARE 1-11840 36-3871531 (State or Other (Commission (IRS Employer Jurisdiction of File Number) Identification Incorporation) Number) 2775 SANDERS ROAD, NORTHBROOK, ILLINOIS 60062 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (847) 402-5000 Page 1 of 6 Exhibit Index at page 4Item 5. OTHER EVENTS On November 1, 1999, the Registrant issued the press release attached hereto as Exhibit 99. Item 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits EXHIBIT NO. DESCRIPTION 99 Registrant's press release dated November 1, 1999 Page 2 of 6
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\ EMMA M. KALAIDJIAN Name: Emma M. Kalaidjian Title: Assistant Secretary November 1, 1999 Page 3 of 6
Index to Exhibits SEQUENTIAL PAGE NUMBER DESCRIPTION NUMBER 99 Registrant's press release dated 5 November 1, 1999 Page 4 of 6
Exhibit No. 99 The Allstate Corporation NEWS For More Information: Christine Hennessey Allstate Media Relations (847) 402-9572 chennes@allstate.com Larry Sonis American Heritage Life 904/798-1610 FOR IMMEDIATE RELEASE ALLSTATE CLOSES PURCHASE OF AMERICAN HERITAGE LIFE INVESTMENT CORP. TO ENTER WORK-SITE MARKETING ARENA NORTHBROOK, Ill., Nov. 1, 1999 - The Allstate Corporation (NYSE:ALL) announced today that it has completed its previously announced acquisition of American Heritage Life Investment Corporation. (NYSE:AHL), the third largest work-site marketer of life, disability and health insurance in the country. The deal, valued at $1.1 billion, supports Allstate Life and Savings' strategy to grow life insurance sales through new products and distribution channels. The purchase further broadens and strengthens Allstate's multi-channel, multi-product, and multi-brand strategy. American Heritage Life Investment Corp. (AHLIC) shareholders overwhelmingly supported the acquisition with more than 99 percent of the total votes cast in favor of the transaction. AHLIC shareholders will receive $32.25 for each AHLIC share, receivable in Allstate shares, cash or a combination. In addition, Allstate will assume AHLIC's debt obligations under its outstanding mandatorily redeemable preferred securities. American Heritage Life Insurance Company, which is the principal subsidiary of AHLIC, is the unit responsible for marketing the work-site life, disability and health insurance products. "Bringing together American Heritage Life's well-respected management and expertise in work-site marketing with Allstate's capital and expansive agent network will allow us to dramatically grow this company," said Edward M. Liddy, Allstate's chairman, president and chief executive officer. "We plan to take American Heritage Life from a regional to a national leader in work-site marketing." In 1998, American Heritage Life Insurance had revenues of $480 million and recorded an operating profit of $36.4 million. Page 5 of 6
"The work-site market is expected to grow 10 to 15 percent annually over the next decade. A combination of American Heritage Life and Allstate will enable us to take advantage of this growth as well as increase our market share," said Tom Wilson, president, Allstate Life and Savings. "American Heritage Life Insurance's existing management will continue to run the business and its headquarters will remain in Jacksonville, Florida." "The opportunities for growth as a member of the Allstate group are why this merger took place. Now it is time to capitalize on those opportunities," said C. Richard Morehead, president and chief executive officer, American Heritage Life. This transaction follows the announcement of Allstate Life and Savings' strategic alliance with Putnam Investments under which the companies introduced the new Putnam Allstate Advisor variable annuity in May 1999. In addition, on October 1, Allstate closed the purchase of CNA Personal Lines as a part of its new initiative to become the leading provider of personal lines insurance in the independent agent market. American Heritage Life Insurance is licensed to conduct business in 49 states, the District of Columbia and Puerto Rico. It focuses primarily on the sale of products to workers in companies with fewer than 1,000 employees. These average to small size companies employ some 87 percent of the American workforce. The Allstate Corporation is the nations largest publicly held personal lines insurance company. Its main business units include Allstate Personal Property and Casualty, which provides insurance for more than 14 million households and has approximately 15,500 agents in the U.S. and Canada, and Allstate Life and Savings, which markets a number of life insurance and savings products under a variety of brands through a number of channels and is currently the nation's 17th largest life insurance business. ### Page 6 of 6