1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ________)* Checkfree Corp. - ------------------------------------------------------------------------------- (Name of Issuer) Common Stock - ------------------------------------------------------------------------------- (Title of Class of Securities) 162812101 -------------------------------------------------- (CUSIP Number) David E. Simaitis, One Nationwide Plaza, Columbus, OH 43215 614-249-7618 - ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) September 27, 1995 -------------------------------------------------- (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 which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box / /. Check the following box if a fee is being paid with statement /X/. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) NOTE: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13-1(a) 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). 2 SCHEDULE 13D CUSIP NO. 162812101 PAGE 2 OF 6 PAGES ----------------- --- ----- - ------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Nationwide Mutual Insurance Company 31-4177100 - ------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) /X/ - ------------------------------------------------------------------------------- 3 SEC USE ONLY - ------------------------------------------------------------------------------- 4 SOURCE OF FUNDS* WC - ------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) / / - ------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION Ohio - ------------------------------------------------------------------------------- 7 SOLE VOTING POWER NUMBER OF 3,705,341 SHARES ----------------------------------------------------------------- BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 0 REPORTING ----------------------------------------------------------------- PERSON 9 SOLE DISPOSITIVE POWER WITH 3,705,341 ----------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 0 - ------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,705,341 - ------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / - ------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.54% - ------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* .IC - ------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! 3 INITIAL FILING ITEM 1. SECURITY AND ISSUER. - ---------------------------- This statement relates to the common stock class of equity securities of Checkfree Corp., with principal executive offices at 8275 North High Street, Columbus, Ohio 43215 ITEM 2. IDENTITY AND BACKGROUND. - -------------------------------- (a)-(b) Nationwide Mutual Insurance Company, One Nationwide Plaza, Columbus, Ohio 43216, is a mutual insurance company organized under the laws of the State of Ohio. Directors of Reporting Persons
Name Address Principal Occupation ---- ------- -------------------- Lewis J. Alphin 519 Bethel Church Road Farm Owner and Operator Mount Olive, North Carolina 28365 Richard D. Crabtree One Nationwide Plaza President and Chief Columbus, Ohio 43216 Operating Officer Nationwide Mutual Insurance Company Keith W. Eckel 1647 Falls Road Partner Fred W. Eckelsons Clarks Summit, PA 18411 President Eckel Farms Inc. Willard J. Engel 1100 East Main Street General Manager, Lyon Marshall, Minnesota 56258 County Cooperative Oil Company Fred C. Finney 1558 West Moreland Road Farm Owner and Operator, Wooster, Ohio 44691 Moreland Fruit Farm; Operator Melrose Orchard Charles L. Fuellgraf, Jr. 600 S. Washington Street Chief Executive Officer, Butler, Pennsylvania 16001 Fuellgraf Electric Company Electrical Construction & Engineering Services Henry S. Holloway 1247 Stafford Road Farm Owner and Operator Darlington, Maryland 21034 4
D. Richard McFerson One Nationwide Plaza President and Chief Columbus, Ohio 43216 Executive Officer, Nationwide Insurance Enterprise David O. Miller 625 Country Club Dr., Apt B6 President, Owen Potato Newark, Ohio 43055 Farm, Inc.; Partner, M&M Enterprises C. Ray Noecker 2770 State Rte. 674 Farm Owner and Operator Ashville, Ohio 43203 James F. Patterson 8765 Mulberry Road President, Patterson Farms Chesterland, Ohio 44026 Inc., Vice President Pattersons, Inc. Robert H. Rickel P.O. Box 15 Rancher Bayview, Idaho 83803 Arden L. Shisler 2724 W. Lebanon Road President and Chief Dalton, Ohio 44118 Executive Officer, K&B Transport, Inc. Robert L. Stewart 88740 Fairview Road Farm Owner and Operator: Jewett, Ohio 43986 Owner and Operator, Sunnydale Mining Nancy C. Thomas 10235 Georgetown Road, N.E. Farm Owner and Operator Louisville, Ohio 44641 Harold W. Weihl 14282 King Road Farm Owner and Operator Bowling Green, Ohio 43402 Executive Officers of Reporting Persons --------------------------------------- Name Address Principal Occupation ---- ------- -------------------- D. Richard McFerson One Nationwide Plaza President & Chief Executive Columbus, Ohio 43216 Officer Nationwide Insurance Enterprise Galen R. Barnes One Nationwide Plaza President-Nationwide Columbus, Ohio 43216 Insurance Enterprise 5 All of the above named directors, trustees and executive officers of the reporting persons are hereinafter referred to as "Executive Officers." (c) Inapplicable (d)-(e) During the past five years, none of the above-named persons or the Executive Officers have either been convicted in a criminal proceeding or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction which as result thereof, subjected them to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) Inapplicable ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. - ---------------------------------------------------------- The source of the funds for the purchase of the stock of Checkfree Corp. was from the working capital of Nationwide Mutual Insurance Company. The amount of the purchase price was $2,565,681. No part of the purchase price of the stock of Checkfree Corp. was borrowed. ITEM 4. PURPOSE OF TRANSACTION. - ------------------------------- Nationwide Mutual Insurance Company purchased the subject securities strictly for passive investment purposes. There are no other plans or proposals regarding the subject securities which the reporting person may have.
Richard D. Crabtree One Nationwide Plaza President and Chief Columbus, Ohio 43216 Operating Officer Nationwide Mutual Insurance Company Robert A. Oakley One Nationwide Plaza Executive Vice President - Columbus, Ohio 43216 Chief Financial Officer Robert J. Woodward, Jr. One Nationwide Plaza Executive Vice President - Columbus, Ohio 43216 Chief Financial Officer Gorden E. McCutchan One Nationwide Plaza Executive Vice President - Columbus, Ohio 43216 Law and Corporate Services and Secretary W. Sidney Druen One Nationwide Plaza Senior Vice President - Columbus, Ohio 43216 General Counsel and Assistant Secretary 6 ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. - --------------------------------------------- (a)-(b) As of March 3, 1996 the aggregate number and percentage of the class of the subject securities and the type of voting power attached thereto, is as follows: Nationwide Mutual Insurance Company - 3,705,341 - Shares (c) With its independent working capital, Nationwide Mutual Insurance Company ("Nationwide") acquired, in an amount equal to $2,399,991, 145,454 shares at a price per share of $16.50 of the subject securities on March 17, 1988; in an amount equal to $165,690, 11046 shares at a price per share of $15.00 of the subject securities on December 31, 1988; in a 26.3 to 1 stock split when the subject security went public, on September 27, 1995, Nationwide's holdings of the subject security increased to 4,117,045 shares; Nationwide sold, in a amount equal to 411,704 shares at a price per share of $16.64 per share of the subject security. The first two purchases were made from the subject company and the sale was made through the OTC market. (d) No person, other than Nationwide Mutual Insurance Company, is known to have the right to receive or the power to direct the receipt of dividends from or the proceeds from the sale of, such securities. (e) Inapplicable ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO - -------------------------------------------------------------------------------- SECURITIES OF THE ISSUER. - ------------------------- There are no contracts, arrangements or understandings with the person named in Items 1 and 2 of the statement and any other person with respect to any securities of the issuer. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS. - ----------------------------------------- Inapplicable 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 accurate. April 9, 1996 NATIONWIDE MUTUAL INSURANCE COMPANY -------------------------------------- John G. Powles Vice President-Affiliate and Subsidiary Investments