-----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, nVJJDta5EM7y7F4XfacFGJ929Yf6WTKcTZBUxD3HR+k1AaBJ8ai1Z/2pXd8Qedy2 5c4FHHJvi8LqMBSQ4IV/nA== 0000950109-95-001193.txt : 19950417 0000950109-95-001193.hdr.sgml : 19950417 ACCESSION NUMBER: 0000950109-95-001193 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19950406 ITEM INFORMATION: Other events FILED AS OF DATE: 19950410 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: WORLDCORP INC CENTRAL INDEX KEY: 0000811664 STANDARD INDUSTRIAL CLASSIFICATION: 4522 IRS NUMBER: 943040585 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09591 FILM NUMBER: 95527968 BUSINESS ADDRESS: STREET 1: 13873 PARK CTR RD STE 490 CITY: HERNDON STATE: VA ZIP: 22071 BUSINESS PHONE: 7038349200 MAIL ADDRESS: STREET 1: 13873 PARK CENTER ROAD CITY: HERNDON STATE: VA ZIP: 22071 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): April 6, 1995 WORLDCORP, INC. (Exact name of registrant as specified in charter) Virginia 1-5351 94-3040585 (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 13873 Park Center Road, Suite 490, Harndon, Virginia 22701 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (703) 834-9200 Item 5. Other Events ------------ This Current Report on Form 8-K is being filed in order to file as an exhibit a press release issued on April 6, 1995, by WorldCorp, Inc. (the "Company") announcing that its majority owned subsidiary US Order, Inc. ("US Order") had filed a registration statement on Form S-1 with the Securities and Exchange Commission to register 3,500,000 shares of US Order's common stock, of which 2,800,000 are to be offered by US Order and 700,000 are to be offered by the Company. The Company's press release states that it will use the proceeds from the sale of its US Order common stock to reduce debt. -2- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1994, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. WORLDCORP, INC. Date: April 10, 1995 By: _____________________________________ T. Coleman Andrews, III President and Chief Executive Officer -3- INDEX TO EXHIBITS 99.1 Press release dated April 6, 1995. -4- CONTACT: T. Coleman Andrews Chief Executive Officer & President (703)834-9201 or Doug Poretz (703)506-1778 FOR IMMEDIATE RELEASE --------------------- April 7, 1995 WORLDCORP TO OFFER EQUITY CARVE-OUT OF US ORDER SHARES ------------------------------------------------------ S-1 Registration Statement Filed HERNDON, VIRGINIA, APRIL 7, 1995 - WorldCorp (NYSE:WOA) announced that its majority-owned subsidiary, US Order, Inc., yesterday filed with the Securities and Exchange Commission a registration statement on Form S-1 to register 3,500,000 shares (exclusive of the underwriters' over-allotment option) of US Order's common stock, par value $.001 per share. Of the 3,500,000 shares to be registered, 2,800,000 are being issued and sold by US Order, and 700,000 shares are being sold by WorldCorp. If the sale is successfully completed, WorldCorp, which currently owns 89% of US Order shares, would use proceeds from the sale to reduce debt and would own 67% of US Order after a completed offering. Approximately 14.6 million shares of US Order common stock will be outstanding after the offering. US Order announced that Salomon Brothers Inc., First Albany Corporation and L.H. Friend, Weinress, Frankson & Presson, Inc. will be the managing underwriters. Sales to the public are anticipated to commence in mid-June 1995. A registration statement relating to these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This release does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any State in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such State. A written prospectus relating to the offering may be obtained by writing to Alex Valentin, Salomon Brothers Inc., 140 58th Street, Brooklyn, New York 11220 or by telephoning Salomon Brothers, Inc. at (718)567-2246. WorldCorp owns majority positions in companies that operate in two distinct business areas: transaction processing (through US Order), and air transportation (through World Airways). Knight Ridder (NYSE:KRI) is an equity investor in US Order. MHS Berhad of Malaysia (KLSE:MHS) is an equity investor in World Airways. -----END PRIVACY-ENHANCED MESSAGE-----