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ALLSTATE CORP Annual Report (Amendment), Year Ended Dec 31, 1995

Filing Date
Filed August 27, 1996
Period End
December 31, 1995
In the record · 2016–202610-K1110-Q328-K240

ALL filed 11 annual reports (10-K), 32 quarterly reports (10-Q) and 240 current reports (8-K) between 2016 and 2026.

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01—Abstract

Summary

Summary of the 10-K/A filed August 27, 1996. Cited figures are marked; the original filing is the authoritative source.

This filing is Amendment No. 1 to The Allstate Corporation's Form 10-K for the fiscal year ended December 31, 1995, and it is a limited document.

Its substantive content is largely incorporated by reference to the 1995 Annual Report to Stockholders and the 1996 Proxy Statement, so the filing itself contains primarily the cover page, the exhibit list, and the Exhibit 12 computation of the earnings-to-fixed-charges ratio. Financial results, segment performance, and balance sheet details are not contained in this excerpt and must be read from the incorporated 1995 Annual Report, which is referenced as Exhibit 13. The cover page provides key market and capital structure facts.

As of December 31, 1995, Allstate had 447,455,033 shares of common stock outstanding, of which 398,614,132 shares were held by non-affiliated stockholders, with an aggregate market value of approximately $15.22 billiona based on the December 29, 1995 closing prices. The company is a Delaware corporation headquartered in Northbrook, Illinois, and its common stock trades on the New York and Chicago Stock Exchanges. It also has 6.76% Exchangeable Notes due April 15, 1998 listed on the NYSE, indicating a debt instrument that is exchangeable into equity and is relevant to potential dilution.

For investors, the principal value of this amendment lies in its identification of the corporate structure and contractual relationships that tie Allstate to its former parent, Sears, Roebuck and Co. The exhibit list references a series of separation, tax sharing, human resources, marketing file, and research services agreements executed around the 1993 IPO and the February 1995 separation. These agreements define ongoing obligations between the companies.

The amendment also indicates that executive compensation plans and retirement arrangements are incorporated by reference. Because this is an amendment that primarily updates exhibits, investors should consult the original 10-K and the 1995 Annual Report for complete financial statements and management discussion.

02—Key points

Key Highlights

  1. Common shares outstanding at December 31, 1995: 447,455,033, with roughly 398.6 million held by non-affiliated holders.
  2. Aggregate market value of non-affiliate common equity was approximately $15.22 billion, based on the December 29, 1995 NYSE closing prices.
  3. Common stock is listed on the New York and Chicago Stock Exchanges (par value $0.01); the company is incorporated in Delaware and headquartered in Northbrook, Illinois.
  4. 6.76% Exchangeable Notes due April 15, 1998 are listed on the NYSE, a potential source of future equity dilution.
  5. Financial statements and MD&A are incorporated by reference from the 1995 Annual Report (Exhibit 13), so this amendment does not itself contain full financial results.
  6. The exhibit list documents extensive separation and service agreements with former parent Sears, Roebuck and Co., including tax sharing, human resources, and marketing file arrangements from the 1993 IPO and 1995 separation.
  7. This is Amendment No. 1 to the 10-K, filed to add or update Exhibit 12 (earnings to fixed charges ratio), and should be read alongside the original filing.

03—Questions

Frequently Asked Questions

  1. What is the purpose of this 10-K/A filing?

    This is Amendment No. 1 to the Form 10-K for fiscal 1995. The excerpt consists mainly of the cover page, incorporation-by-reference notices, and an exhibit index, with Exhibit 12 (computation of earnings to fixed charges ratio) filed herewith. The full financial results are incorporated from the 1995 Annual Report.

  2. How large is Allstate's equity market value based on this filing?

    The filing states that non-affiliate shares of 398,614,132, out of 447,455,033 total outstanding, had an aggregate market value of approximately $15.22 billion as of the December 29, 1995 closing prices on the NYSE.

  3. Where can investors find Allstate's 1995 financial statements?

    Financial statements and management's discussion are incorporated by reference from The Allstate Corporation 1995 Annual Report to Stockholders (Exhibit 13), and this amendment does not reproduce them.

  4. What are the potential dilution risks mentioned in the filing?

    The 6.76% Exchangeable Notes due April 15, 1998, listed on the NYSE, are exchangeable instruments and could add shares to the outstanding count if exchanged. The filing does not disclose the exchange terms or outstanding principal, which would be found in the referenced annual report or debt documents.

  5. What is Allstate's relationship with Sears, Roebuck and Co.?

    The exhibit index lists multiple agreements with Sears dated 1993 and 1995, including a Tax Sharing Agreement, Human Resources Allocation Agreement, IPO Related Intercompany Agreement, Separation Agreement, Marketing File Separation Agreement, and Research Services Agreement. These govern the ongoing relationship following Allstate's separation from Sears.

04—Continue

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