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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
SOUTHERN SECURITY LIFE INSURANCE COMPANY
(Name of Issuer)
Common Stock, $1.00 par value
(Title of Class of Securities)
843805102
(CUSIP Number)
Scott M. Quist (With a copy to)
President and Chief Operating Officer Randall A. Mackey, Esq.
Security National Financial Corporation Mackey Price Thompson & Ostler
5300 South 360 West 57 West 200 South, Suite 350
Suite 250 Salt Lake City, Utah 84101
Salt Lake City, Utah 84123
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
April 6, 2000
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of ss.ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box. [ ]
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See ss.240.13d-7 for other
parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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CUSIP No. 843805102
1. Names of Reporting Persons ........................Security National Financial Corporation
IRS Identification Nos. of above persons (entities only) ..........................87-0345941
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ........................................................................................
(b) ........................................................................................
3. SEC Use Only.................................................................................
4. Source of Funds (See Instructions).........................................................WC
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)..........
6. Citizenship or Place of Organization.....................................................Utah
Number of 7. Sole Voting Power...........................................................................0
Shares
Benefic- 8. Shared Voting Power.................................................................1,361,266
ially Owned
by Each 9. Sole Dispositive Power......................................................................0
Reporting
Person With 10. Shared Dispositive Power............................................................1,361,266
11. Aggregate Amount Beneficially owned by Each Reporting Person........................1,361,266
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions).........
13. Percent of Class Represented by Amount in Row (11)......................................69.6%
14. Type of Reporting Person (See Instructions)............................................HC, IC
CUSIP No. 843805102
1. Names of Reporting Persons .......................Security National Life Insurance Company
IRS Identification Nos. of above persons (entities only)...........................36-2610791
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ........................................................................................
(b) ........................................................................................
3. SEC Use Only.................................................................................
4. Source of Funds (See Instructions).........................................................WC
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)..........
6. Citizenship or Place of Organization.....................................................Utah
Number of 7. Sole Voting Power...........................................................................0
Shares
Benefic- 8. Shared Voting Power.................................................................1,361,266
ially Owned
by Each 9. Sole Dispositive Power......................................................................0
Reporting
Person With 10. Shared Dispositive Power............................................................1,361,266
11. Aggregate Amount Beneficially owned by Each Reporting Person........................1,361,266
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions).........
13. Percent of Class Represented by Amount in Row (11)......................................69.6%
14. Type of Reporting Person (See Instructions)............................................... IC
2
CUSIP No. 843805102
1. Names of Reporting Persons..............................................SSLIC Holding Company
IRS Identification Nos. of above persons (entities only)...........................63-0708035
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ........................................................................................
(b) ........................................................................................
3. SEC Use Only.................................................................................
4. Source of Funds (See Instructions).........................................................WC
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)..........
6. Citizenship or Place of Organization.....................................................Utah
Number of 7. Sole Voting Power...........................................................................0
Shares
Benefic- 8. Shared Voting Power.................................................................1,095,496
ially Owned
by Each 9. Sole Dispositive Power......................................................................0
Reporting
Person With 10. Shared Dispositive Power............................................................1,095,496
11. Aggregate Amount Beneficially owned by Each Reporting Person........................1,095,496
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions).........
13. Percent of Class Represented by Amount in Row (11)......................................57.4%
14. Type of Reporting Person (See Instructions)................................................OO
Item 1. Security and Issuer
This statement relates to common stock, $1.00 par value per share,
issued by Southern Security Life Insurance Company. The address of the executive
offices of Southern Security Life Insurance Company is 755 Rinehart Road, Lake
Mary, Florida 32746.
Item 2. Identity and Background
This statement is filed on behalf of Security National Financial
Corporation, Security National Life Insurance Company and SSLIC Holding Company,
each of whose principal business office address is 5300 South 360 West, Suite
250, Salt Lake City, UT 84123.
Security National Financial Corporation is a Utah corporation that
operates in three main business segments: life insurance, cemetery and mortuary,
and mortgage loans. Security National Life Insurance Company is a Utah domiciled
insurance company and wholly-owned subsidiary of Security National Financial
Corporation. SSLIC Holding Company is a Utah corporation and a wholly-owned
subsidiary of Security National Life Insurance Company.
Neither Security National Financial Corporation, Security National Life
Insurance Company nor SSLIC Holding Company have during the last five years been
convicted in a criminal proceeding. Moreover, neither Security National
Financial Corporation, Security National Life Insurance Company nor SSLIC
Holding Company have during the last five years been a party to a civil
proceeding of a judicial or administrative body and, as a result of such
proceeding, was or is subject to judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities subject to, federal
or state securities laws or finding any violations with respect to such laws.
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Item 3. Source and Amount of Funds or Other Consideration
During the period from January 21, 1999 to March 27, 2000, Security
National Life Insurance Company purchased a total of 78,899 shares of Southern
Security Life Insurance Company common stock in 49 transactions at prices
ranging from $3.38 per share to $4.94 per share. SSLIC Holding Company was not
involved in these transactions. The total dollar amount for these transactions
was $349,158 and the source of funds was from working capital. The aggregate
purchase price of these transactions was less than 5% of the outstanding common
shares of Southern Security Life Insurance Company.
On April 6, 2000, Security National Financial Corporation, through its
wholly-owned subsidiary, Security National Life Insurance Company, agreed to
purchase a total of 186,871 shares of common stock of Southern Security Life
Insurance Company held by Capitol Indemnity Corporation, George Fait and Joel
Fait, respectively, at $8.50 per share, or a total purchase price of $1,588,404.
The purchase price is payable over a five year period with interest thereon at
6-1/2% per annum. The source of funds was from working capital.
Item 4. Purpose of Transaction
Believing Southern Security Life Insurance Company common stock to be
an attractive and sound investment opportunity, Security National Life Insurance
Company purchased a total of 78,899 shares of Southern Security Life Insurance
Company common stock in 49 transactions at prices ranging from $3.38 per share
to $4.94 per share during the period from January 21, 1999 to March 27, 2000.
The total dollar amount for these transactions was $349,158 and the source of
funds was from working capital. The aggregate purchase price of these
transactions was less than 5% of the outstanding common shares of Southern
Security Life Insurance Company.
Additional shares of Southern Security Life Insurance Company common
stock were acquired by Security National Life Insurance Company when, on April
6, 2000, Southern Security Life Insurance Company, Security National Financial
Corporation, Security National Life Insurance Company, SSLIC Holding Company and
Consolidare Enterprises, Inc. entered into a settlement agreement with Capitol
Indemnity Corporation, George A. Fait, and Joel G. Fait. The purpose of the
agreement was to settle a lawsuit brought by Capitol Indemnity Corporation and
the State of Idaho, Department of Insurance, as Rehabilitator for Universe Life
Insurance Company against Consolidare and its officers and directors in the
Circuit Court of the Eighteenth Judicial Circuit, Seminole County, Florida. In
consideration for Capitol Indemnity Corporation agreeing to dismiss its claims
against Consolidare and its officers and directors, Security National Financial
Corporation, through its affiliate, Security National Life Insurance Company,
agreed to purchase a total of 186,871 shares of Southern Security Life Insurance
Company common stock held by Capitol Indemnity Corporation, George Fait and Joel
Fait, respectively, at $8.50 per share, or a total purchase price of $1,588,404,
payable over a five year period with interest thereon at 6-1/2% per annum. The
source of funds was from working capital.
Item 5. Interest in Securities of the Issuer
(a) As of April 6, 2000, the reporting persons owned 1,361,266 shares,
or 69.6% of the outstanding common shares of Southern Security
Life Insurance Company, when combined with the previous
acquisition. SSLIC Holding Company's percentage is 57.4% of the
outstanding common shares of Southern Security Life Insurance
Company, or 1,095,496 shares, as it was not involved in the
January 21, 1999 to March 27, 2000 transactions.
(b) For Security National Life Insurance Company and Security National
Financial Corporation: 1,361,266 shares, or 69.6% of the
outstanding common shares of Southern Security Life Insurance
Company. For SSLIC Holding Company: 1,095,496 shares, or 57.4% of
the outstanding common shares of Southern Security Life Insurance
Company.
(c) Transaction for the last 60 days.
Identity Date of Amount of Price
of Person Transaction Securities Involved per Share How Effected
--------- ----------- ------------------- --------- ------------
Security National Life Insurance Company 2/09/00 100 4.86 Open Market
Security National Life Insurance Company 2/10/00 600 4.92 Open Market
Security National Life Insurance Company 3/27/00 1500 4.94 Open Market
d) N/A
e) N/A
Item 6. Contracts, Arrangements, Understanding or Relationships with Respect to
Securities of the Issuer
See Item 4 above, regarding the Settlement Agreement.
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Item 7. Material To Be Filed as Exhibits
(a) Joint Filing Statement (attached hereto as Exhibit 1).
(b) Acquisition Agreement, dated April 17, 1998, among Security
National Financial Corporation, Consolidare Enterprises, Inc. and
certain stockholders of Consolidare (incorporated by reference
from Report on Form 8-K, as filed by Security National Financial
Corporation on May 11, 1998).
(c) Administrative Services Agreement, dated December 17, 1998,
between Security National Financial Corporation and Southern
Security Life Insurance Company (incorporated by reference from
Report on Form 8-K/A-1, as filed by Security National Financial
Corporation on March 4, 1999).
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SIGNATURE
After reasonable 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.
SECURITY NATIONAL FINANCIAL CORPORATION
Date: December 9, 2004 By: /s/ Scott M. Quist
----------------------------------------
Scott M. Quist, President and Chief
Operating Officer
SECURITY NATIONAL LIFE INSURANCE COMPANY
Date: December 9, 2004 By: /s/ Scott M. Quist
----------------------------------------
Scott M. Quist, President and Chief
Operating Officer
SSLIC HOLDING COMPANY
Date: December 9, 2004 By: /s/ Scott M. Quist
----------------------------------------
Scott M. Quist, President and Chief
Operating Officer
The original statement shall be signed by each person on whose behalf
the statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative other than an
executive officer or general partner of the filing person, evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
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Exhibit index
Exhibit 1 Agreement Regarding Joint Filing of Statement on Schedule 13D or 13G
CUSIP No. 843805102
Exhibit 1
AGREEMENT REGARDING JOINT FILING OF STATEMENT ON
SCHEDULE 13D OR 13G
The undersigned agree to file jointly with the Securities and Exchange
Commission (the "SEC") any and all statements on Schedule 13D or Schedule 13G
(and any amendments or supplements thereto) required under Section 13(d) of the
Securities Exchange Act of 1934, as amended, in connection with purchases by the
undersigned of the common stock of Southern Security Life Insurance Company. For
that purpose, the undersigned hereby constitute and appoint Randall A. Mackey as
their true and lawful agent and attorney-in-fact, with full power and authority
for and on behalf of the undersigned to prepare or cause to be prepared, sign,
file with the SEC and furnish to any other person all certificates, instruments,
agreements and documents necessary to comply with Section 13(d) and Section
16(a) of the Securities Exchange Act of 1934, as amended, in connection with
said purchases, and to do and perform every act necessary and proper to be done
incident to the exercise of the foregoing power, as fully as the undersigned
might or could do if personally present.
DATED: December 9, 2004.
SECURITY NATIONAL LIFE INSURANCE COMPANY
By: /s/ Scott M. Quist
----------------------------------------
Scott M. Quist, President and Chief
Operating Officer
SSLIC HOLDING COMPANY
By: /s/ Scott M. Quist
----------------------------------------
Scott M. Quist, President and Chief
Operating Officer
SECURITY NATIONAL FINANCIAL CORPORATION
By: /s/ Scott M. Quist
----------------------------------------
Scott M. Quist, President and Chief
Operating Officer
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