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) - December 30, 1994
THE HARTFORD STEAM BOILER INSPECTION AND INSURANCE COMPANY
(Exact name of registrant as specified in its charter)
Connecticut 0-13300 06-0384680
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
One State Street, Hartford, Connecticut 06102
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code - (203-722-1866)
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Item 2. Acquisition or Disposition of Assets
On December 30, 1994 The Hartford Steam Boiler Inspection and
Insurance Company (HSB) completed the acquisition of General
Reinsurance Corporation's 50% interest in Engineering Insurance
Group (EIG), a partnership of HSB and General Reinsurance formed
in 1988 to provide machinery breakdown insurance to business and
industry outside the United States and Canada.
According to the terms of the transaction, HSB and General
Reinsurance contributed their partnership interests to a newly
formed corporation, EIG Co., in exchange for which HSB received
all of the outstanding common shares of EIG Co. and General
Reinsurance received preferred stock of EIG Co. with a stated
value of $20 million and a dividend rate of 6.5% per annum.
Subject to certain conditions, after a minimum period of two
years the preferred stock can be exchanged for 6.5% preferred
stock of HSB which is convertible, at General Reinsurance's
option, into 398,370 common shares of HSB.
Following the acquisition, Engineering Insurance Company,
Limited, the insurance operating subsidiary of EIG Co. will
remain a fully capitalized insurer based in London.
The transaction has been accounted for as a purchase by HSB. The
terms of the acquisition are more fully described in the
Transaction Agreement filed herewith as Exhibit 2.
Item 7. Financial Statements and Exhibits
(a) Financial Statements of Business Acquired
Audited financial statements of EIG Co. will be filed as an
amendment to this Form 8-K by no later than March 15, 1995.
(b) Pro Forma Financial Information
The following pro forma consolidated condensed financial
statements of The Hartford Steam Boiler Inspection and Insurance
Company are filed herewith:
Pro Forma Condensed Consolidated Statement of Financial
Position as of September 30, 1994 (Unaudited)
Pro Forma Condensed Consolidated Income Statement for the Nine
Months ended September 30, 1994 (Unaudited)
Pro Forma Condensed Consolidated Income Statement for the Year
Ended December 31, 1993 (Unaudited)
Notes to Unaudited Pro Forma Condensed Consolidated Statement
of Financial Position
Notes to Unaudited Pro Forma Condensed Consolidated Income
Statements
(c) Exhibits
The following exhibit is filed with this Form 8-K:
2. Transaction Agreement between The Hartford Steam Boiler
Inspection and Insurance Company and General
Reinsurance Corporation dated December 30, 1994.
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, thereunto duly authorized.
THE HARTFORD STEAM BOILER
INSPECTION AND INSURANCE COMPANY
Dated: January 16, 1995 /s/ Robert C. Walker
Robert C. Walker
Senior Vice President
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INDEX TO EXHIBITS
Exhibit No. Page No.
2 Transaction Agreement between The Hartford Steam
Boiler Inspection and Insurance Company and General
Reinsurance Corporation dated December 30, 1994
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The Hartford Steam Boiler Inspection and Insurance Company
Pro Forma Condensed Consolidated Financial Statements
(Unaudited)
The following unaudited pro forma condensed consolidated
statements of income for HSB for the nine months ended
September 30, 1994 and year ended December 31, 1993, present
consolidated operating results for HSB as if HSB's acquisition
of 50% of EIG not previously owned by HSB had occurred as of
January 1, 1993. The accompanying unaudited pro forma
condensed consolidated Statement of Financial Position as of
September 30, 1994 gives effect to the 50% acquisition as if
it had occurred as of September 30, 1994. The unaudited pro
forma condensed financial data does not purport to represent
what HSB's financial position or results of operations
actually would have been had the transaction in fact occurred
on the dates indicated, or to project HSB's financial position
or results of operations for any future period. The pro forma
adjustments are based upon available information and certain
assumptions believed to be reasonable in the circumstances.
The unaudited pro forma consolidated financial information
should be read in conjunction with the accompanying notes
thereto and the separate historical financial statements of
HSB as of and for the nine months ended September 30, 1994,
and for the year ended December 31, 1993, which are contained
in HSB's Form 10-Q for the quarterly period ended September
30, 1994 and in its Annual Report on Form 10-K for the year
ended December 31, 1993, respectively.
The pro forma adjustments are provided for informational
purposes only and are applied to the historical consolidated
financial statements of HSB and EIG to account for the
acquisition as a purchase. Under purchase accounting the
total purchase price will be allocated to EIG Co. assets and
liabilities based upon relative fair values.