-----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, JQ4O+P/gNYphB7e8Ppc8LbA3tp54JRXgS0pEvUVDNsxjw3wdxoETKUtnM4tC77kz zp/U9XdoPaq1sB1mMKMmmA== 0000950157-96-000004.txt : 19960103 0000950157-96-000004.hdr.sgml : 19960103 ACCESSION NUMBER: 0000950157-96-000004 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960102 ITEM INFORMATION: Changes in control of registrant ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19960102 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: GEICO CORP CENTRAL INDEX KEY: 0000277795 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 521135801 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08012 FILM NUMBER: 96500265 BUSINESS ADDRESS: STREET 1: GEICO PLZ CITY: WASHINGTON STATE: DC ZIP: 20076 BUSINESS PHONE: 3019862027 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) January 2, 1996 --------------------------- GEICO Corporation - ----------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 1-8012 52-1135801 - ----------------------------------------------------------------------------- (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation) Identification No.) One GEICO Plaza, Washington, D.C. 20076 - ----------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (301) 986-3000 --------------------------- Not Applicable - ----------------------------------------------------------------------------- (Former name or former address, if changed since last report) Item 1. Change of Control of the Registrant. On January 2, 1996, pursuant to an Agreement and Plan of Merger dated August 25, 1995, by and among Berkshire Hathaway Inc. ("Berkshire"), HPKF Inc. ("Sub") and GEICO Corporation (the "registrant"), Sub merged with and into the registrant, with the registrant as the surviving corporation and an indirect wholly owned subsidiary of Berkshire (the "Merger"). Upon consummation of the Merger, each outstanding share of Common Stock, par value $1.00 per share (the "Common Stock"), of the registrant (other than shares properly dissenting from the Merger) was converted into the right to receive $70.00 in cash (the "Merger Consideration"). The transfer agent for the Common Stock has been instructed by the registrant to close the stock transfer books for the Common Stock, and trading of Common Stock on the New York Stock Exchange and the Pacific Stock exchange is to cease at the close of business of such exchanges on the date hereof. The Bank of New York has been retained by Berkshire to serve as the Paying Agent. Letters of Transmittal, together with instructions relating thereto, are expected to be provided promptly to the registrant's stockholders so that such stockholders may receive the Merger Consideration. A copy of the joint press release, dated January 2, 1996, issued by Berkshire and the registrant relating to the consummation of the Merger is attached hereto as Exhibit 99. Item 7. Financial Statements and Exhibits. (c) The following exhibit is filed with this report: 99. Joint press release of Berkshire and the registrant relating to the consummation of the Merger on January 2, 1996. 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. GEICO Corporation By: /s/ W. Alvon Sparks, Jr. ------------------------- Name: W. Alvon Sparks, Jr. Title: Executive Vice President and Chief Financial Officer Dated January 2, 1996 EXHIBIT INDEX Exhibit Number Description 99 Joint Press Release of Berkshire and the registrant issued January 2, 1996. EX-99 2 PRESS RELEASE Exhibit 99 Berkshire Hathaway Inc. GEICO Corporation 1440 Kiewit Plaza 5260 Western Avenue Omaha, Nebraska 6813 Washington, D.C. 20076 JOINT PRESS RELEASE (FOR IMMEDIATE RELEASE) BERKSHIRE HATHAWAY COMPLETES ACQUISITION OF GEICO CORPORATION Omaha, Neb. and Washington, D.C., January 2, 1996-- Berkshire Hathaway Inc. (NYSE:BRK) and GEICO Corporation (NYSE:GEC) today announced the completion of Berkshire's acquisition of GEICO Corporation. GEICO Corporation is now an indirect wholly-owned subsidiary of Berkshire. Each outstanding share of GEICO Corporation Common Stock (par value of $1.00 per share) not owned by Berkshire was converted in the merger into the right to receive $70.00 in cash. The Bank of New York has been retained by Berkshire to serve as Paying Agent. Letters of Transmittal, together with instructions for their use, are expected to be provided promptly to GEICO Corporation stockholders of record so that they may receive the merger consideration. Berkshire Hathaway Inc. is headquartered in Omaha, Nebraska. GEICO Corporation will maintain its headquarters in Chevy Chase, Maryland. -----END PRIVACY-ENHANCED MESSAGE-----