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SECURITIES AND EXCHANGE COMMISSION
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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
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Armco Inc.
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(Exact name of registrant as specified in charter)
Ohio 1-873-2 31-0200500
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(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
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 412/255-9800
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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.
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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
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Gary R. Hildreth
Vice President
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