SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): June 29, 1995
DynCorp
(Exact name of registrant as specified in its charter)
Delaware 1-3879 36-2408747
(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification No.)
incorporation)
2000 Edmund Halley Drive, Reston, Virginia 22091-3436
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (703)-264-0330
Not applicable
(Former name or former address, if changed since last report)
Item 2. Disposition of Assets
On June 30, 1995, the Registrant sold the stock of all its
subsidiaries engaged in the business of commercial aircraft heavy
maintenance and modification (see Item 5. Other Events, for
discontinuance of the Commercial Aviation Sector business) to
Sabreliner Corporation, a Delaware corporation. Those
subsidiaries are DynAir Tech of Florida, a Florida corporation;
DynAir Tech of Texas, a Texas corporation; and DynAir Avionics,
Inc., a Florida corporation, all of which were owned by the
Registrant as second-tier subsidiaries of its wholly owned
subsidiary, DynAir Aviation Services, Inc. Sabreliner
Corporation is a publicly owned corporation which has no
relationship to the Registrant or any of its affiliates, to any
director or officer of the Registrant, or to any associate of any
such director or officer. The sale price for the stock of these
subsidiaries was $12,500,000 in cash, subject to adjustment for
final financial conditions as of closing date balance sheets and
subject to additional payments based on future business revenues
of the sold companies.
The Company has received a proposal for the sale of the
remaining portions of the Commercial Aviation Sector and has
entered into discussions with the interested party.
Item 5. Other Events
On June 29, 1995, the Registrant's Board of Directors
determined that it was in the best interests of the Registrant to
divest itself (through sale) of its Commercial Aviation Sector
businesses. Such businesses, which include commercial airline
ground handling and cargo operations, aircraft fueling,
commercial aircraft line maintenance, heavy maintenance, and
modification and commercial airline passenger services, will be
reclassified as discontinued operations for financial reporting
purposes.. Based on consummated divestitures and negotiations in
progress (see Item 2), it is anticipated that the sales proceeds
will be in excess of the book value of the net assets of the
Commercial Aviation Sector businesses and will be accomplished
within the next twelve months. The net proceeds will be used
primarily to retire debt. See Item 7. Financial Statements and
Exhibits for restated financial statements of the Registrant.
Item 7. Financial Statements and Exhibits
(c) Exhibits
(2) Stock Purchase Agreement between Sabreliner Corporation,
DynCorp Aviation Service, Inc. and DynCorp, dated June 30, 1995
(99) Restated Consolidated Condensed Balance Sheets as of
December 31, 1994 and March 30, 1995
Assets
Liabilities, Redeemable Common Stock and Stockholders' Equity
Restated Consolidated Condensed Statements of Operations for
the year ended December 31, 1994 and three months ended
March 30, 1995.
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;
DynCorp
Date: July 13, 1995 H. Montgomery Hougen
H. Montgomery Hougen
Vice President and Secretary