Current Report Filing (8-k)
November 24 2020 - 4:46PM
Edgar (US Regulatory)
0000899051
false
Common Stock, par value $0.01 per share
ALL
Common Stock, par value $0.01 per share
ALL
New York Stock Exchange
Chicago Stock Exchange
0000899051
2020-11-19
2020-11-19
0000899051
us-gaap:CommonStockMember
exch:XCHI
2020-11-19
2020-11-19
0000899051
us-gaap:CommonStockMember
exch:XNYS
2020-11-19
2020-11-19
0000899051
all:SubordinatedDebenturesDue2053At5.10PercentMember
exch:XNYS
2020-11-19
2020-11-19
0000899051
us-gaap:SeriesGPreferredStockMember
exch:XNYS
2020-11-19
2020-11-19
0000899051
us-gaap:SeriesHPreferredStockMember
exch:XNYS
2020-11-19
2020-11-19
0000899051
all:SeriesIPreferredStockMember
exch:XNYS
2020-11-19
2020-11-19
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
Common Stock, par value $0.01 per share
|
ALL
|
New York Stock Exchange
|
Common Stock, par value $0.01 per share
|
ALL
|
Chicago Stock Exchange
|
Common Stock
|
Series G Preferred Stock
|
Series H Preferred Stock
|
Series I Preferred Stock
|
NEW YORK STOCK EXCHANGE, INC.
|
CHICAGO STOCK EXCHANGE, INC.
|
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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): November 19, 2020
THE ALLSTATE CORPORATION
(Exact Name of
Registrant as Specified in Its Charter)
Delaware
|
|
1-11840
|
|
36-3871531
|
(State or Other
Jurisdiction
of Incorporation)
|
|
(Commission
File Number)
|
|
(IRS Employer
Identification No.)
|
2775 Sanders Road, Northbrook, Illinois
|
60062
|
(Address of Principal Executive Offices)
|
(Zip Code)
|
(847) 402-5000
(Registrant’s Telephone Number, Including
Area Code)
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))
|
Securities registered
pursuant to Section 12(b) of the Act:
Title of each class
|
Trading Symbols
|
Name of
each exchange
on which registered
|
Common Stock, par value $0.01 per share
|
ALL
|
New York Stock Exchange
Chicago Stock Exchange
|
5.100% Fixed-to-Floating Rate Subordinated Debentures due 2053
|
ALL.PR.B
|
New York Stock Exchange
|
Depositary Shares represent 1/1,000th of a share of 5.625% Noncumulative Preferred Stock, Series G
|
ALL PR G
|
New York Stock Exchange
|
Depositary Shares represent 1/1,000th of a share of 5.100% Noncumulative Preferred Stock, Series H
|
ALL PR H
|
New York Stock Exchange
|
Depositary Shares represent 1/1,000th of a share of 4.750% Noncumulative Preferred Stock, Series I
|
ALL PR I
|
New York Stock Exchange
|
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
|
Emerging growth company
|
¨
|
If an emerging growth company, indicate
by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Section 8 – Other Events
Item 8.01. Other Events.
On November 19, 2020, The Allstate Corporation
(the “Registrant”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with Loop Capital
Markets LLC, Academy Securities, Inc., Samuel A. Ramirez & Company, Inc. and Siebert Williams Shank & Co., LLC, as representatives
of the several underwriters named therein, with respect to the offer and sale by the Registrant of $600,000,000 aggregate principal
amount of its 0.750% Senior Notes due 2025 (the “2025 Senior Notes”) and $600,000,000 aggregate principal amount of
its 1.450% Senior Notes due 2030 (the “2030 Senior Notes” and, together with the 2025 Senior Notes, the “Senior
Notes”). The offering and sale of the Senior Notes were registered under the Registrant’s registration statement on
Form S-3 (File No. 333-224541) (the “Registration Statement”).
On November 24, 2020, the Registrant closed
the public offering of the Senior Notes.
The Senior Notes were issued pursuant to
an Indenture, dated as of December 16, 1997, between the Registrant and U.S. Bank National Association (successor in interest to
State Street Bank and Trust Company), as trustee (the “Trustee”), as amended by the Third Supplemental Indenture, dated
as of July 23, 1999, and the Sixth Supplemental Indenture, dated as of June 12, 2000, and as supplemented by the Twenty-Fourth
Supplemental Indenture, with respect to the 2025 Senior Notes (the “Twenty-Fourth Supplemental Indenture”), and the
Twenty-Fifth Supplemental Indenture, with respect to the 2030 Senior Notes (the “Twenty-Fifth Supplemental Indenture”),
each dated as of November 24, 2020.
The Senior Notes are senior unsecured obligations
of the Registrant and rank equally with all unsecured and unsubordinated indebtedness of the Registrant from time to time outstanding.
The 2025 Senior Notes will bear interest at a fixed rate equal to 0.750% per annum and the 2030 Senior Notes will bear interest
at a fixed rate equal to 1.450% per annum. The Registrant will pay interest on the Senior Notes semi-annually in arrears on June
15 and December 15 of each year, beginning on June 15, 2021. The 2025 Senior Notes will mature on December 15, 2025 and the 2030
Senior Notes will mature on December 15, 2030.
The following documents are being
filed with this Current Report on Form 8-K and are incorporated herein by reference: (i) the Underwriting Agreement; (ii) the
Twenty-Fourth Supplemental Indenture; (iii) the Twenty-Fifth Supplemental Indenture; (iv) the Form of the 2025 Senior Notes;
(v) the Form of the 2030 Senior Notes; and (vi) the validity opinion and consent of Willkie Farr & Gallagher LLP with
respect to the Senior Notes.
Section 9 – Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.
|
Description
|
|
|
1.1
|
Underwriting Agreement, dated as of November 19, 2020, among the Registrant and Loop Capital Markets LLC, Academy Securities, Inc., Samuel A. Ramirez & Company, Inc. and Siebert Williams Shank & Co., LLC, as representatives of the several underwriters named therein.
|
|
|
4.1
|
Twenty-Fourth Supplemental Indenture, dated as of November 24, 2020, between the Registrant and the Trustee, including the form of the 2025 Senior Notes as Exhibit A.
|
|
|
4.2
|
Twenty-Fifth Supplemental Indenture, dated as of November 24, 2020, between the Registrant and the Trustee, including the form of the 2030 Senior Notes as Exhibit A.
|
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/ Daniel
G. Gordon
|
|
Name:
|
Daniel G. Gordon
|
|
Title:
|
Vice President, Assistant General
Counsel and Assistant Secretary
|
Date: November 24, 2020
Allstate (NYSE:ALL-H)
Historical Stock Chart
From Jun 2024 to Jul 2024
Allstate (NYSE:ALL-H)
Historical Stock Chart
From Jul 2023 to Jul 2024