0001474506-15-000001.txt : 20150108
0001474506-15-000001.hdr.sgml : 20150108
20150108100511
ACCESSION NUMBER: 0001474506-15-000001
CONFORMED SUBMISSION TYPE: 8-K/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150108
ITEM INFORMATION: Other Events
FILED AS OF DATE: 20150108
DATE AS OF CHANGE: 20150108
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: FRP HOLDINGS, INC.
CENTRAL INDEX KEY: 0000844059
STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING & COURIER SERVICES (NO AIR) [4210]
IRS NUMBER: 472449198
FISCAL YEAR END: 0930
FILING VALUES:
FORM TYPE: 8-K/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36769
FILM NUMBER: 15515115
BUSINESS ADDRESS:
STREET 1: 200 W. FORSYTH ST.
STREET 2: 7TH FLOOR
CITY: JACKSONVILLE
STATE: FL
ZIP: 32202
BUSINESS PHONE: 9043965733
MAIL ADDRESS:
STREET 1: 200 W. FORSYTH ST.
STREET 2: 7TH FLOOR
CITY: JACKSONVILLE
STATE: FL
ZIP: 32202
FORMER COMPANY:
FORMER CONFORMED NAME: PATRIOT TRANSPORTATION HOLDING INC
DATE OF NAME CHANGE: 20010425
FORMER COMPANY:
FORMER CONFORMED NAME: FRP PROPERTIES INC
DATE OF NAME CHANGE: 19920703
8-K/A
1
form8ka_frpspinoff20140108.txt
FORM 8-K/A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 8, 2015
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FRP HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
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FLORIDA 0-17554 47-2449198
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(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation
200 W. Forsyth Street, 7th Floor, Jacksonville, FL
Jacksonville, Florida 32202
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (904) 858-9164
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K/A filing is intended to
simultaneously satisfy the filing obligation of the registrant under any
of the following provisions:
[] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
EXPLANATORY NOTE
This report amends the current report on Form 8-K filed by FRP Holdings,
Inc. with the Securities and Exchange Commission on December 30, 2014,
to modify the distribution date of the previously announced spin-off of
the transportation business from January 31, 2015 to January 30, 2015.
ITEM 8.01 OTHER EVENTS.
On December 30, 2014, FRP Holdings, Inc. (the "Company") approved the
separation of its transportation business from its real estate business
(the "Separation"), which will be achieved through the distribution of
100% of the shares of Patriot Transportation Holding, Inc. ("Patriot")
to the holders of the Company's common stock on the record date of
January 9, 2015. The distribution is expected to occur on January 30,
2015. The Company's shareholders of record will receive one share of
Patriot common stock for every three shares of the Company's common
stock held on the record date. Following the Separation, Patriot will
be an independent, publicly traded company, and the Company will retain
no ownership interest in Patriot.
On December 30, 2014, the Company issued a press release announcing
the details of the planned distribution of the common stock of Patriot.
The press release, which is attached as Exhibit 99.1 to the Company's
Form 8-K filed with the Securities and Exchange Commission on
December 30, 2014, is incorporated by reference herein.
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.
FRP HOLDINGS, INC.
Date: January 8, 2015 By: /s/ John D. Milton, Jr.
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John D. Milton, Jr.
Executive Vice President
and Chief Financial Officer