-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GY2GN01wLXW0cBOENE14PkbvyS77X2ftWtE0bdz9KTGPCG6N/uckjcJXZHhTAMhU PxLXfU8OC8Vg5XJhQGTpfg== 0000022698-97-000010.txt : 19970520 0000022698-97-000010.hdr.sgml : 19970520 ACCESSION NUMBER: 0000022698-97-000010 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970519 ITEM INFORMATION: Acquisition or disposition of assets FILED AS OF DATE: 19970519 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: COMSAT CORP CENTRAL INDEX KEY: 0000022698 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATION SERVICES, NEC [4899] IRS NUMBER: 520781863 STATE OF INCORPORATION: DC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04929 FILM NUMBER: 97611357 BUSINESS ADDRESS: STREET 1: 6560 ROCK SPRING DR CITY: BETHESDA STATE: MD ZIP: 20817 BUSINESS PHONE: 3012133000 MAIL ADDRESS: STREET 1: 6560 ROCK SPRING DRIVE CITY: BETHESDA STATE: MD ZIP: 20817 FORMER COMPANY: FORMER CONFORMED NAME: COMMUNICATIONS SATELLITE CORP /DE/ DATE OF NAME CHANGE: 19930719 8-K 1 FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 1997 ------------ COMSAT Corporation ------------------------------------------------ (Exact name of Registrant as specified in Charter) District of Columbia 1-4929 52-0781863 - ------------------------ ------------ ---------------- (State or other juris- (Commission (IRS Employer diction of incorporation) File Number) Identification Number) 6560 Rock Spring Drive, Bethesda, MD 20817 - ------------------------------------------- --------- (Address of principal executive offices) Zip Code Registrant's telephone number, including area code (301) 214-3000 Not Applicable. ---------------------------------- (Former name or former address, if changed since last report). Item 5. Other Events - --------------------- Attached to this report as Exhibit 99.1, and incorporated by reference in this item, is a press release of the Corporation, distributed on May 16, 1997, announcing that the Corporation's Board of Directors has approved a plan to distribute its 80.67% ownership interest in Ascent Entertainment Group, Inc. to the Corporation's shareholders. Item 7. Financial Statements and Exhibits - ------------------------------------------ (c) Exhibits (listed according to the number assigned in Item 601 of Regulation S-K). Exhibit No. Description 99.1 Press Release dated May 16, 1997. SIGNATURES ---------- Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. COMSAT Corporation ------------------ By: /s/ Alan Korobov ---------------------------- Alan Korobov Controller Date: May 19, 1997 EXHIBIT INDEX ------------- Exhibit No. Description - ----------- ----------- 99.1 Press Release dated May 16, 1997. EX-99.1 2 PRESS RELEASE DATED MAY 16, 1997. FROM:COMSAT Corporation 6560 Rock Spring Drive Bethesda, MD 20817 PHONE: 301 214 3442 FAX: 301 214 7130 DATE: May 16, 1997 For Immediate Release - --------------------- COMSAT BOARD APPROVES PLAN FOR TAX-FREE SPIN-OFF OF ASCENT ENTERTAINMENT GROUP -- Corporation Has Received Favorable IRS Ruling -- BETHESDA, Md. - COMSAT Corporation (NYSE:CQ) today announced that its board of directors has approved a plan to distribute its 80.67% ownership interest in Ascent Entertainment Group, Inc. (NASDAQ:GOAL) to its shareholders through a tax-free dividend. The company has received a ruling from the IRS that a spin- off would not be taxable to the corporation or its shareholders. "With this decision we have reached a major milestone in our strategic plan to increase shareholder value by refocusing COMSAT on its core international satellite services and digital networking services," said Betty C. Alewine, president and chief executive officer of COMSAT. "Operating as independent companies, both COMSAT and Ascent will be better positioned to pursue their individual strategies more effectively." Implementation of the spin-off plan is subject to the declaration of a special dividend by the board of directors, any required consent of the National Basketball Association and the National Hockey League, the execution of intercompany agreements, and completion of changes in certain employee benefit plans. The corporation anticipates that these conditions will be satisfied by May 30, 1997, and that the dividend will be distributed before the end of the second quarter. - -- more -- Ascent Spin-off - Page 2 Some of the statements in this news release are forward-looking and relate to anticipated future events. Forward-looking statements are based on COMSAT management's current expectations and assumptions, which may be affected by subsequent developments and business conditions, and necessarily involve risks and uncertainties. Therefore, there can be no assurance that future events will occur within the time frame anticipated by management. COMSAT Corporation is a global provider of international communications services and products. ### CONTACT: Janet Dewar Vice President, Corporate Affairs (301) 214-3442 - -------- Gary Sharpe Director, Investor Relations (301) 214-3244 -----END PRIVACY-ENHANCED MESSAGE-----