-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, Q2/QtgDtLhcIHeYMuZEpsbFV+G4IsIuYuCo+mouSyCLxBKaXQBef29u5WiqfQTcU 3Mf/itQ3XYJzuTu5hi/Atw== 0000007383-95-000037.txt : 19950419 0000007383-95-000037.hdr.sgml : 19950419 ACCESSION NUMBER: 0000007383-95-000037 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19950407 ITEM INFORMATION: Acquisition or disposition of assets ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19950418 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: ARMCO INC CENTRAL INDEX KEY: 0000007383 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES ROLLING MILLS (COKE OVENS) [3312] IRS NUMBER: 310200500 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-00873 FILM NUMBER: 95529288 BUSINESS ADDRESS: STREET 1: 301 GRANT ST STREET 2: ONE OXFORD CENTRE CITY: PITTSBURGH STATE: PA ZIP: 15219-1415 BUSINESS PHONE: 2013165200 MAIL ADDRESS: STREET 1: 300 INTERPACE PARKWAY CITY: PARSIPPANY STATE: NJ ZIP: 07054-0324 FORMER COMPANY: FORMER CONFORMED NAME: ARMCO STEEL CORP DATE OF NAME CHANGE: 19790506 8-K 1 NONE - ----------------------------------------------------------------------------- - ----------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION ------------------------------- 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): April 7, 1995 ------------- Armco Inc. ------------------------------------------------ (Exact name of registrant as specified in charter) Ohio 1-873-2 31-0200500 - -------------------------------- ----------- ------------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation or organization) File Number) Identification No.) One Oxford Centre, 301 Grant Street, Pittsburgh, Pennsylvania 15219-1415 - ------------------------------------------------------------- ----------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 412/255-9800 ------------ - ----------------------------------------------------------------------------- - ----------------------------------------------------------------------------- ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS On April 7, 1995, Armco Inc. ("Armco") completed the sale of its ongoing insurance operations, Northwestern National Holding Company, Inc. and its subsidiaries, to Vik Brothers Insurance, Inc., a privately held property and casualty insurance holding company (the "Purchaser"), pursuant to the Stock Purchase Agreement, dated as of August 2, 1994 (the "Agreement"), among Armco, Armco's subsidiary, Armco Financial Services Corporation ("AFSC"), and the Purchaser. At the closing, the Purchaser paid $64 million in cash and, under the terms of the Agreement, is to pay an additional $15 million in three years, subject to an adjustment based on a reserve analysis at that time. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS b. Pro Forma Financial Information. Armco's Statement of Consolidated Financial Position at December 31, 1994, reported its investment in the ongoing insurance operations at estimated net realizable value together with its investment in the runoff insurance operations, which are being liquidated, as a single amount captioned "Investment in AFSG". Since the proceeds from the sale, which equaled Armco's estimated net realizable value, were paid to AFSC and will remain committed to the support of Armco's runoff insurance operations, the completion of this transaction has no effect on Armco's 1994 Statement of Consolidated Operations or Statement of Consolidated Financial Position. As such, no pro forma financial statements reflecting the effect of the completion of this transaction are required to be presented. Armco had recorded a charge against 1993 fourth quarter earnings of $45 million to reduce its investment in the ongoing insurance operations to estimated net realizable value. c. Exhibits. 10. Stock Purchase Agreement, dated as of August 2, 1994, among Armco Inc., Armco Financial Services Corporation and Vik Brothers Insurance, Inc. Incorporated by reference from Exhibit 10 to Armco's Quarterly Report on Form 10-Q for the quarter ended June 30, 1994. 2 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. ARMCO INC. Date: April 18, 1995 By: /s/ Gary R. Hildreth ------------------------------------ Gary R. Hildreth Vice President 3 -----END PRIVACY-ENHANCED MESSAGE-----