-----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, H9wI7DAI5ChSwg6t30uCZ+hwlqPIWDWolTZwTQOtL6jcsX0LKZccQ2cq5BaH5ht8 m82GZJLiuFNLMBBVqKW63A== 0000078890-97-000035.txt : 19971222 0000078890-97-000035.hdr.sgml : 19971222 ACCESSION NUMBER: 0000078890-97-000035 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19971217 ITEM INFORMATION: FILED AS OF DATE: 19971219 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: PITTSTON CO CENTRAL INDEX KEY: 0000078890 STANDARD INDUSTRIAL CLASSIFICATION: BITUMINOUS COAL & LIGNITE MINING [1220] IRS NUMBER: 541317776 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-09148 FILM NUMBER: 97741157 BUSINESS ADDRESS: STREET 1: 1000 VIRGINIA CENTER PKWY STREET 2: PO BOX 4229 CITY: RICHMOND STATE: VA ZIP: 23058-4229 BUSINESS PHONE: 8045533600 MAIL ADDRESS: STREET 1: P O BOX 120070 CITY: STAMFORD STATE: CT ZIP: 06912-0070 8-K 1 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): December 17, 1997 THE PITTSTON COMPANY (Exact Name of registrant as specified in its charter) Virginia 1-9148 54-1317776 (State or other (Commission (I.R.S. Employer jurisdiction File Number) Identification No.) of Incorporation) 1000 Virginia Center Parkway P. O. Box 4229 Glen Allen, VA 23058-4229 (Address of principal (Zip Code) executive offices) (804)553-3600 (Registrant's telephone number, including area code) Item 5. Other Events On December 17, 1997, BAX Global Inc., the operating unit of the Pittston Burlington Group, announced that it signed an agreement to acquire, subject to certain conditions and termination rights, Distribution Services Limited and an affiliated company. A press release regarding the acquisition is attached as Exhibit 99 hereto. EXHIBITS 99 Registrant's press release dated December 17, 1997. SIGNATURE 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. THE PITTSTON COMPANY (Registrant) By /s/ Austin F. Reed Vice President, General Counsel and Secretary Dated: December 19, 1997 EX-99 2 Exhibit 99 BAX Global Inc. Plans To Acquire Ocean Freight Company Richmond, VA -- December 17, 1997. BAX Global Inc., the operating unit of the Pittston Burlington Group (NYSE-PZX) announced today that it has signed an agreement to acquire, subject to certain conditions, the privately held Distribution Services Limited ("DSL") and an affiliated company for a cash purchase price of $76 million. DSL is an ocean freight forwarding, contract distribution and logistics warehousing company serving trade routes between the Asia Pacific Region and North America, with substantial facilities in Los Angeles, Vancouver, Hong Kong and a major presence in China. The DSL companies reported 1996 combined revenues of approximately $180 million. The DSL acquisition is part of BAX Global's strategy to expand its service offerings for its customers and significantly increase its presence in the growing ocean freight market. The acquisition would be financed through existing credit facilities and would be expected to be non-dilutive to earnings in 1998 and accretive to earnings beginning thereafter. The acquisition agreement is subject to BAX Global's satisfaction concerning due diligence, board and regulatory approvals, and other rights of either party to terminate, with a potential closing by the end of January, 1998. Should the acquisition be consummated, BAX Global intends to maintain the DSL organization substantially intact and to operate DSL as a separate entity within the BAX Global group of companies. This release contains both historical and forward looking information. In particular, statements herein regarding the potential benefits of the DSL acquisition on future results are subject to known and unknown risks, uncertainties and contingencies, many of which are beyond the control of BAX Global, which may cause actual results, performance or achievements to differ materially from those which are anticipated. Factors that might affect such forward looking statements include, among others, overall economic and business conditions, the demand for BAX Global's and DSL's services, competitive factors in the industry, and uncertainty about the consummation and the integration of the acquisition. * * * * * * * * * * Pittston Burlington Group Common Stock (NYSE-PZX), Pittston Brink's Group Common Stock (NYSE-PZB) and Pittston Minerals Group Common Stock (NYSE-PZM) represent the three classes of common stock of The Pittston Company, a diversified company with interests in global freight transportation and logistics management services through BAX Global Inc. (Pittston Burlington Group), security services through Brink's, Incorporated and Brink's Home Security, Inc. (Pittston Brink's Group), and in coal through Pittston Coal Company and in gold mining and metals exploration through Pittston Mineral Ventures (Pittston Minerals Group). -----END PRIVACY-ENHANCED MESSAGE-----