EXHIBIT (13)
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Subscription Agreement
TRANSAMERICA INVESTORS, INC.
SUBSCRIPTION AGREEMENT
1. Share Subscription. Transamerica Corporation ("Transamerica")
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hereby agrees to purchase from Transamerica Investors, Inc. (the "Corporation"),
a series-type investment company having six investment portfolios (the "Funds"),
each of which issues two classes of shares (Investor Shares and Adviser Shares),
the following shares of each class of the below-named Funds at a per-share
purchase price indicated below, on the terms and conditions set forth herein and
in the registration statement described below:
Amount Price Shares
Funds Purchased Per Share Purchased
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Equity
Investor Shares $16,660.00 $10.00 1,666
Adviser Shares $10.00 $10.00 1
Equity Index
Investor Shares $16,660.00 $10.00 1,666
Adviser Shares $10.00 $10.00 1
Bond
Investor Shares $16,660.00 $10.00 1,666
Adviser Shares $10.00 $10.00 1
Balanced
Investor Shares $16,660.00 $10.00 1,666
Adviser Shares $10.00 $10.00 1
Short-Term Government
Investor Shares $16,660.00 $10.00 1,666
Adviser Shares $10.00 $10.00 1
Cash Reserve
Investor Shares $16,649.00 $1.00 16,649
Adviser Shares $1.00 $1.00 1
Transamerica will purchase the shares pursuant to this Agreement no later
than one week prior to the date on which the Corporation will file a pre-
effective amendment to its registration statement with the Securities and
Exchange Commission (the "Commission") on Form N-1A (File No. 33-90888) (the
"registration statement"). At the time of purchase, the Corporation's shares
will be fully paid and non-assessable.
Transamerica understands that the Corporation has filed with the
Commission a registration statement which contains the prospectus describing the
Corporation and the shares of stock to be issued thereunder. By its signature
hereto, Transamerica hereby acknowledges receipt of a copy of the registration
statement.
2. Representations and Warranties. Transamerica hereby represents and
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warrants to the Corporation as follows:
(a) It is aware that no federal or state agency has made any
findings or determinations as to the fairness for investment, nor any
recommendations or endorsement, of the Corporation's shares;
(b) It has such knowledge and experience of financial and business
matters as will enable it to utilize the information made available to it
in connection with the offering described in the Corporation's
registration statement, to evaluate the merits and risks of the
prospective investment and to make an informed investment decision;
(c) It recognizes that the Corporation has only recently been
organized and has no financial or operating history and, further, that
investment in the Corporation involves certain risks related to the
purchase of the Corporation's shares, and it acknowledges that it has
suitable financial resources and anticipated income to bear the economic
risk of such an investment;
(d) It is purchasing the Corporation's shares for its own account,
for investment, in order to provide initial capital, or "seed money," for
each class of the Funds and not with any intent to distribute or resell
the shares, either in whole or in part, and with no present intent to
sell or otherwise dispose of the shares, either in whole or in part;
(e) It will not sell the shares purchased by it without registration
of such shares under the Securities Act of 1933 except in reliance upon
an exemption therefrom;
(f) It will not redeem the shares of any Fund purchased by it until
the assets of such Fund (reflecting the shares purchased by Transamerica
plus shares owned by the other Fund investors) are large enough, in
Transamerica's reasonable judgment, so that a requested redemption will
not have an adverse effect upon the investment performance of such Fund.
This determination having been made, Transamerica may request to redeem
its shares from time and time, and the Fund shares held by Transamerica
will be redeemed at the net asset value next determined after the Fund
receives Transamerica's proper notice of redemption.
(g) It has been furnished with, and has carefully read, this
subscription agreement and the registration statement and such material
documents relating to the
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Corporation as it has requested and as have been provided to it by the
Corporation; and
(h) It has also had the opportunity to ask questions of, and receive
answers from, the Corporation concerning the Funds and the terms of the
offering.
IN WITNESS WHEREOF, the undersigned have executed this instrument on
August 3, 1995.
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TRANSAMERICA CORPORATION
By: [SIGNATURE NOT LEGIBLE]
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TRANSAMERICA INVESTORS, INC.
By: /s/ Xxxxx Xxxx
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