CUSIP NO. 0001063167 | Page 1 of 16 Pages |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)
INSURANCE MANAGEMENT SOLUTIONS GROUP, INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
001063167
(CUSIP Number)
February 14, 2002
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
o Rule 13d-1(c)
x Rule 13d-1(d)
CUSIP NO. 0001063167 | Page 2 of 16 Pages |
(1) |
NAME OF REPORTING PERSON Bankers Insurance Group, Inc. |
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(2) | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x | ||||||
(b) o | ||||||||
(3) | SEC USE ONLY | |||||||
(4) |
CITIZENSHIP OR PLACE OF ORGANIZATION Florida |
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(5) |
SOLE VOTING POWER 0 |
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(6) |
SHARED VOTING POWER 8,349,884 |
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(7) | SOLE DISPOSITIVE POWER | |||||||
NUMBER OF | 0 | |||||||
SHARES |
|
|||||||
BENEFICIALLY | (8) | SHARED DISPOSITIVE POWER | ||||||
OWNED BY | 8,349,884 | |||||||
EACH |
|
|||||||
REPORTING | (9) | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||||||
PERSON WITH |
REPORTING PERSON 8,349,884 |
|||||||
(10) | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | o | ||||||
(11) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 65.2% |
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(12) |
TYPE OF REPORTING PERSON CO |
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CUSIP NO. 0001063167 | Page 3 of 16 Pages |
(1) |
NAME OF REPORTING PERSON Bankers Insurance Company |
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(2) | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x | ||||||
(b) o | ||||||||
(3) | SEC USE ONLY | |||||||
(4) |
CITIZENSHIP OR PLACE OF ORGANIZATION Florida |
|||||||
(5) |
SOLE VOTING POWER 0 |
|||||||
(6) |
SHARED VOTING POWER 3,528,455 |
|||||||
(7) | SOLE DISPOSITIVE POWER | |||||||
NUMBER OF | 0 | |||||||
SHARES |
|
|||||||
BENEFICIALLY | (8) | SHARED DISPOSITIVE POWER | ||||||
OWNED BY | 3,528,455 | |||||||
EACH |
|
|||||||
REPORTING | (9) | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||||||
PERSON WITH |
REPORTING PERSON 3,528,455 |
|||||||
(10) | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | o | ||||||
(11) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 27.6% |
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(12) |
TYPE OF REPORTING PERSON CO |
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CUSIP NO. 0001063167 | Page 4 of 16 Pages |
(1) |
NAME OF REPORTING PERSON Bankers Financial Corporation |
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(2) | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x | ||||||
(b) o | ||||||||
(3) | SEC USE ONLY | |||||||
(4) |
CITIZENSHIP OR PLACE OF ORGANIZATION Florida |
|||||||
(5) |
SOLE VOTING POWER 0 |
|||||||
(6) |
SHARED VOTING POWER 8,349,884 |
|||||||
(7) | SOLE DISPOSITIVE POWER | |||||||
NUMBER OF | 0 | |||||||
SHARES |
|
|||||||
BENEFICIALLY | (8) | SHARED DISPOSITIVE POWER | ||||||
OWNED BY | 8,349,884 | |||||||
EACH |
|
|||||||
REPORTING | (9) | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||||||
PERSON WITH |
REPORTING PERSON 8,349,884 |
|||||||
(10) | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | o | ||||||
(11) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 65.2% |
|||||||
(12) |
TYPE OF REPORTING PERSON CO |
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CUSIP NO. 0001063167 | Page 5 of 16 Pages |
(1) |
NAME OF REPORTING PERSON Bankers International Financial Corporation |
|||||||
(2) | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x | ||||||
(b) o | ||||||||
(3) | SEC USE ONLY | |||||||
(4) |
CITIZENSHIP OR PLACE OF ORGANIZATION Florida |
|||||||
(5) |
SOLE VOTING POWER 0 |
|||||||
(6) |
SHARED VOTING POWER 8,349,884 |
|||||||
(7) | SOLE DISPOSITIVE POWER | |||||||
NUMBER OF | 0 | |||||||
SHARES |
|
|||||||
BENEFICIALLY | (8) | SHARED DISPOSITIVE POWER | ||||||
OWNED BY | 8,349,884 | |||||||
EACH |
|
|||||||
REPORTING | (9) | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||||||
PERSON WITH |
REPORTING PERSON 8,349,884 |
|||||||
(10) | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | o | ||||||
(11) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 65.2% |
|||||||
(12) |
TYPE OF REPORTING PERSON CO |
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CUSIP NO. 0001063167 | Page 6 of 16 Pages |
(1) |
NAME OF REPORTING PERSON Bankers International Financial Corporation, Ltd. |
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(2) | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x | ||||||
(b) o | ||||||||
(3) | SEC USE ONLY | |||||||
(4) |
CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands |
|||||||
(5) |
SOLE VOTING POWER 0 |
|||||||
(6) |
SHARED VOTING POWER 8,349,884 |
|||||||
(7) | SOLE DISPOSITIVE POWER | |||||||
NUMBER OF | 0 | |||||||
SHARES |
|
|||||||
BENEFICIALLY | (8) | SHARED DISPOSITIVE POWER | ||||||
OWNED BY | 8,349,884 | |||||||
EACH |
|
|||||||
REPORTING | (9) | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||||||
PERSON WITH |
REPORTING PERSON 8,349,884 |
|||||||
(10) | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | o | ||||||
(11) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 65.2% |
|||||||
(12) |
TYPE OF REPORTING PERSON CO |
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CUSIP NO. 0001063167 | Page 7 of 16 Pages |
(1) |
NAME OF REPORTING PERSON Bankers International Financial Corporation II Trust |
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(2) | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x | ||||||
(b) o | ||||||||
(3) | SEC USE ONLY | |||||||
(4) |
CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands |
|||||||
(5) |
SOLE VOTING POWER 0 |
|||||||
(6) |
SHARED VOTING POWER 8,349,884 |
|||||||
(7) | SOLE DISPOSITIVE POWER | |||||||
NUMBER OF | 0 | |||||||
SHARES |
|
|||||||
BENEFICIALLY | (8) | SHARED DISPOSITIVE POWER | ||||||
OWNED BY | 8,349,884 | |||||||
EACH |
|
|||||||
REPORTING | (9) | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||||||
PERSON WITH |
REPORTING PERSON 8,349,884 |
|||||||
(10) | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | o | ||||||
(11) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 65.2% |
|||||||
(12) |
TYPE OF REPORTING PERSON OO |
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CUSIP NO. 0001063167 | Page 8 of 16 Pages |
(1) |
NAME OF REPORTING PERSON Bankers Security Insurance Company |
|||||||
(2) | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x | ||||||
(b) o | ||||||||
(3) | SEC USE ONLY | |||||||
(4) |
CITIZENSHIP OR PLACE OF ORGANIZATION Florida |
|||||||
(5) |
SOLE VOTING POWER 0 |
|||||||
(6) |
SHARED VOTING POWER 4,821,429 |
|||||||
(7) | SOLE DISPOSITIVE POWER | |||||||
NUMBER OF | 0 | |||||||
SHARES |
|
|||||||
BENEFICIALLY | (8) | SHARED DISPOSITIVE POWER | ||||||
OWNED BY | 4,821,429 | |||||||
EACH |
|
|||||||
REPORTING | (9) | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||||||
PERSON WITH |
REPORTING PERSON 4,821,429 |
|||||||
(10) | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | o | ||||||
(11) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 37.7% |
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(12) |
TYPE OF REPORTING PERSON CO |
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CUSIP NO. 0001063167 | Page 9 of 16 Pages |
Item 1(a) Name of Issuer:
Insurance Management Solutions Group, Inc.
Item 1(b) Address of Issuers Principal Office:
360 Central Avenue
St. Petersburg, Florida 33701
Item 2(a) Name of Person Filing:
This statement is filed jointly by each of the following persons pursuant to Rule 13d-1(k) promulgated under Section 13 of the Securities Exchange Act of 1934, as amended: (i) Bankers Insurance Group, Inc., a Florida corporation (BIG); (ii) Bankers Insurance Company, a Florida corporation and wholly-owned subsidiary of BIG (BIC), as a direct beneficial owner of Common Stock; (iii) Bankers Security Insurance Company, a Florida corporation and wholly-owned subsidiary of BIG and BIC (BSIC), as a direct beneficial owner of Common Stock; (iv) Bankers Financial Corporation (BFC), Bankers International Financial Corporation (BIFC) and Bankers International Financial Corporation, Ltd. (BIFC Ltd.), all of which are Florida corporations, except BIFC, Ltd., which is a Cayman Islands corporation, as the direct, indirect and ultimate parent corporations, respectively, of BIG; and (v) Bankers International Financial Corporation II Trust (BIFC Trust), a discretionary charitable trust which owns all of the outstanding shares of BIFC Ltd. Information with respect to each of the reporting persons is given solely by such reporting person, and no reporting person assumes responsibility for the accuracy or completeness of information provided by another reporting person. By their signatures on this statement, each of the reporting persons agrees that this statement is filed on behalf of such reporting person.
Item 2(b) Address of Principal Business Office or, if none, Residence:
Bankers Insurance Group, Inc. | 360 Central Avenue | |
Bankers Insurance Company | St. Petersburg, FL 33701 | |
Bankers Financial Corporation | ||
Bankers International Financial Corporation | ||
Bankers Security Insurance Company | ||
Bankers International Financial Corporation, Ltd. | Ansbacher House | |
Bankers International Financial Corporation II Trust |
Jeanette Street P.O. Box 887 George Town, Grand Cayman British West Indies |
CUSIP NO. 0001063167 | Page 10 of 16 Pages |
Item 2(c) Citizenship:
See Item 2(a).
Item 2(d) Title of Class of Securities:
Common Stock.
Item 2(e) CUSIP Number:
0001063167
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b), check whether the person filing is a:
Not applicable.
Item 4. Ownership
See cover pages. By virtue of the relationships between BIG and BIC and BSIC and BFC, BIFC, BIFC Ltd. and BIFC Trust, each of such entities may be deemed to possess indirect beneficial ownership of the shares of Common Stock beneficially owned by BIC and BSIC, which represent an aggregate of 8,349,884 shares of the Issuers Common Stock, or approximately 65.2% of the outstanding Common Stock.
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o.
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
Not applicable.
Item 8. Identification and Classification of Members of the Group
See item 2(a) and attached Exhibit 1.
CUSIP NO. 0001063167 | Page 11 of 16 Pages |
Item 9. Notice of Dissolution of Group
Not applicable.
Item 10. Certification
Not applicable.
CUSIP NO. 0001063167 | Page 12 of 16 Pages |
SIGNATURES
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.
Date: February 18, 2002 | |||
BANKERS INSURANCE GROUP, INC. | |||
By: | /s/ Robert G. Southey | ||
Name: Robert G. Southey Title: Secretary |
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BANKERS INSURANCE COMPANY | |||
By: | /s/ Robert G. Southey | ||
Name: Robert G. Southey Title: Secretary |
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BANKERS SECURITY INSURANCE COMPANY | |||
By: | /s/ Robert G. Southey | ||
Name: Robert G. Southey Title: Secretary |
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BANKERS FINANCIAL CORPORATION | |||
By: | /s/ David B. Snyder | ||
Name: David B. Snyder Title: Secretary |
|||
BANKERS INTERNATIONAL FINANCIAL CORPORATION | |||
By: | /s/ David B. Snyder | ||
Name: David B. Snyder Title: Secretary |
CUSIP NO. 0001063167 | Page 13 of 16 Pages |
BANKERS INTERNATIONAL FINANCIAL CORPORATION, LTD. | |||
By: | /s/ David K. Meehan | ||
Name: David K. Meehan | |||
Title: Attorney-in-fact under power dated 2/8/99 | |||
BANKERS INTERNATIONAL FINANCIAL CORPORATION II TRUST | |||
By: | /s/ David K. Meehan | ||
Name: David K. Meehan Title: Attorney-in-fact under power dated 2/8/99 |
CUSIP NO. 0001063167 | Page 14 of 16 Pages |
Exhibits
1 | Agreement of Joint Filing, dated February 18, 2002, among Bankers Insurance Group, Inc., Bankers Insurance Company, Bankers Security Insurance Company, Bankers Financial Corporation, Bankers International Financial Corporation, Bankers International Financial Corporation, Ltd., and Bankers International Financial Corporation II Trust. | |
2 | Powers of Attorney dated February 8, 1999 for each of Bankers International Financial Corporation, Bankers International Financial Corporation, Ltd. and Bankers International Financial Corporation II Trust.* |
* | Filed with earlier-filed Schedule 13G. |