-----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, KczMg6eRgGR2kVGaCFgKczoqDoUW4PxWKlFGxkIgbJ4X+d0+CTCrQpJT6u6BSXK2 T4DqCvHPpWIuNJ/ldPsVQw== 0000078890-99-000002.txt : 19990317 0000078890-99-000002.hdr.sgml : 19990317 ACCESSION NUMBER: 0000078890-99-000002 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990315 ITEM INFORMATION: FILED AS OF DATE: 19990316 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: 99565457 BUSINESS ADDRESS: STREET 1: P O BOX 4229 STREET 2: 1000 VIRGINIA CENTER PKWY CITY: GLEN ALLEN STATE: VA ZIP: 23058-4229 BUSINESS PHONE: 8045533600 MAIL ADDRESS: STREET 1: P O BOX 4229 CITY: GLEN ALLEN STATE: VA ZIP: 23058-4229 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): March 15, 1999 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 The Registrant reports that, on March 15, 1999, it purchased 839,200 depositary shares of its Series C Cumulative Convertible Preferred Stock for $21 million. The Registrant also reports that the recent financial performance of the Minerals Group and the purchase of the Cumulative Convertible Preferred Stock is expected to significantly reduce or eliminate the ability to pay dividends on Minerals Group Common Stock. The Registrant's press release is attached as an exhibit to this report and incorporated herein by reference. EXHIBITS 99(a) Registrant's press release dated March 15, 1999. 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/ James B. Hartough Vice President - Corporate Finance and Treasurer Dated: March 16, 1999 EXHIBITS Exhibit Description 99(a) Registrant's press release dated March 15, 1999. EX-99 2 REGISTRANT'S PRESS RELEASE Exhibit 99(a) [PITTSTON LOGO] The Pittston Company 1000 Virginia Center Parkway PRESS RELEASE P. O. Box 4229 Glen Allen, VA 23058-4229 Tel 804.553.3600 Fax 804.553.3760 Contact: Investor Relations IMMEDIATE RELEASE 804.553.3708 Pittston Repurchases Series C Convertible Preferred Stock Richmond, VA - March 15, 1999. The Pittston Company announced today that it has purchased 839,200 depositary shares of its Series C Convertible Preferred Stock for $21 million. The Series C Convertible Preferred Stock is convertible into Pittston Minerals Group Common Stock and has an annual dividend rate of $3.125 per depositary share. As a result of this transaction, Pittston's preferred stock dividends, which are attributed to the Pittston Minerals Group, will be reduced by $2.6 million annually. On March 12, 1999, Pittston's Board of Directors increased the remaining authority to purchase Series C Convertible Preferred Stock by $4.3 million. The recent financial performance of the Minerals Group and the purchase of the Convertible Preferred Stock is expected to significantly reduce or eliminate the ability to pay dividends on Minerals Group Common Stock. In announcing the purchase, Michael Dan, Chairman, President and Chief Executive Officer of The Pittston Company, said, "Today's purchase is another step in our continuing efforts to improve the cash flow and operating performance of our minerals business and to improve returns to our common shareholders. By substituting lower cost debt for the preferred stock, we expect to reduce our after tax cost of financing Pittston Minerals Group by approximately $1.8 million annually at current interest rates. We are pleased to have been able to conclude this transaction." * * * Pittston Minerals Group Common Stock (NYSE-PZM), Pittston Brink's Group Common Stock (NYSE-PZB) and Pittston BAX Group Common Stock (NYSE-PZX) represent the three classes of common stock of The Pittston Company, a diversified company with interests in mining and minerals exploration through Pittston Coal Company and Pittston Mineral Ventures (Pittston Minerals Group), security services through Brink's, Incorporated and Brink's Home Security, Inc. (Pittston Brink's Group) and global freight transportation and logistics management services through BAX Global Inc. (Pittston BAX Group). -----END PRIVACY-ENHANCED MESSAGE-----