-----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, O4WKj/yX7ooD8u1MGW82Wuw9X+O0mn6gt0Gsi9XP8Qt1WqYfVdmbltX1f4CNbi2z Bb1TTJwfGHk5Ubv3MlN6xQ== /in/edgar/work/0000950123-00-010890/0000950123-00-010890.txt : 20001121 0000950123-00-010890.hdr.sgml : 20001121 ACCESSION NUMBER: 0000950123-00-010890 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20001117 ITEM INFORMATION: FILED AS OF DATE: 20001120 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HARCOURT GENERAL INC CENTRAL INDEX KEY: 0000040493 STANDARD INDUSTRIAL CLASSIFICATION: [5311 ] IRS NUMBER: 041619609 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-04925 FILM NUMBER: 773542 BUSINESS ADDRESS: STREET 1: 27 BOYLSTON ST BOX 1000 CITY: CHESTNUT HILL STATE: MA ZIP: 02467 BUSINESS PHONE: 6172328200 MAIL ADDRESS: STREET 1: 27 BOYLSTON ST STREET 2: BOX 1000 CITY: CHESTNUT HILL STATE: MA ZIP: 02467 FORMER COMPANY: FORMER CONFORMED NAME: GENERAL CINEMA CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: MID WEST DRIVE IN THEATRES INC DATE OF NAME CHANGE: 19660907 8-K 1 y42935e8-k.txt HARCOURT GENERAL, INC. 1 UNITED STATES 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): November 15, 2000 HARCOURT GENERAL, INC. ---------------------- (Exact Name of registrant specified in its charter) Delaware 1-4925 04-1619609 -------- ------- ---------- (State or other Jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation) Identification No.)
27 Boylston Street Chestnut Hill, Massachusetts 02467 (Address of principal executive offices) ---------------------------------------- Registrant's telephone number: (617) 232-8200 2 Item 5. Other Events On November 15, 2000, Harcourt General, Inc. (the "Company"), The Thomson Corporation ("Thomson"), and REH Mergersub Inc. ("Purchaser") each filed a Notification and Report Form with respect to the transactions contemplated by the Sale and Purchase Agreement between Thomson and Reed Elsevier Inc. ("Reed Elsevier") (the "Subsequent Transaction") with the Department of Justice's Antitrust Division ("Antitrust Division") and the Federal Trade Commission ("FTC"). As a result, the waiting period applicable to the Subsequent Transaction with Thomson is scheduled to expire at 11:59 p.m., New York City time, on December 15, 2000. However, prior to such time, the Antitrust Division or the FTC may extend such waiting period by requesting additional information or documentary material relevant to the Subsequent Transaction from Thomson or Purchaser. If any such request is made, the waiting period applicable to the Subsequent Transaction will be extended until 11:59 p.m., New York City time, on the 20th day after substantial compliance by Thomson, and/or Purchaser, as the case may be, with such request. Thereafter, such waiting period can be extended only by court order or upon consent of Thomson, the Company and Purchaser. On November 17, 2000, the Antitrust Division extended the waiting period applicable to the purchase of Harcourt shares pursuant to the Purchaser's tender offer (made pursuant to a Schedule TO initially filed with the Securities and Exchange Commission on November 8, 2000 and thereafter amended and supplemented) by requesting additional information relevant to the tender offer from Purchaser. Accordingly unless further extended with the consent of Purchaser or by court order, the waiting period applicable to the purchase of Harcourt shares pursuant to Purchaser's tender offer will be extended until 11:59 p.m., New York City time, on the tenth day after substantial compliance by Purchaser with such request. 2 3 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. HARCOURT GENERAL, INC. ---------------------- (Registrant) By: /s/ Eric P. Geller ----------------------------- Name: Eric P. Geller Title: Senior Vice President, General Counsel and Secretary Date: November 20, 2000 3 -----END PRIVACY-ENHANCED MESSAGE-----