UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): Commission File Number
January 10, 1997 1-8233
USF&G CORPORATION
(Exact Name of Registrant as Specified in Charter)
Maryland 52-1220567
(State of Incorporation) (IRS Employer Identification No.)
100 Light Street, Baltimore, Maryland 21202
(Address of Principal Executive Offices)
(410) 547-3000
(Registrant's telephone number, including area code)
USF&G CORPORATION
FORM 8-K
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Item 5. Other Events
On January 10, 1997, USF&G issued a press release announcing its completion
of two capital security offerings, raising $200 million, and a call for
redemption on January 31, 1997, of 2.0 million shares or 50 percent of its
outstanding $4.10 Series A Convertible Exchangeable Preferred Stock (NYSE:FGpA)
at a redemption price of $50.00 per share. The press release is incorporated
herein by reference as Exhibit I to this form.
EXHIBIT I
January 10, 1997
FOR IMMEDIATE RELEASE
CONTACT: Kerrie Burch-DeLuca
(410) 205-6589
USF&G ISSUES SECURITIES; ANNOUNCES
PARTIAL CALL OF PREFERRED STOCK
USF&G Corporation (NYSE:FG) today announced the completion of two
Capital Security offerings, raising $200 million, and a partial call of its
outstanding Preferred A shares.
On December 24, 1996, $100 million of 8.50 percent 49-year Series A
Capital Securities were issued by USF&G Capital I under Rule 144A of the
Securities Act of 1933, as amended. The Series A Capital Securities have not
been registered under the Securities Act of 1933, as amended, and may not be
offered or sold in the United States absent such registration or an applicable
exemption from registration requirements. On January 10, 1997, $100 million of
8.47 percent 30-year Series B Capital Securities were issued by USF&G Capital
II. USF&G Capital I and Capital II are Delaware business trusts controlled by
USF&G Corporation. Holders of the Series A and Series B Capital Securities will
be entitled to receive cash distributions semi-annually, beginning June 15 and
July 10, 1997, respectively.
In addition, USF&G Corporation today announced its call for redemption
on January 31, 1997, of 2.0 million shares or 50 percent of its outstanding
$4.10 Series A Convertible Exchangeable Preferred Stock (NYSE:FGpA) at a
redemption price of $50.00 per share. The dividend payable on January 31, 1997,
to holders of record on January 6, 1997, will be paid in the ordinary course as
previously announced. A notice of redemption will be mailed to all record
holders of those shares of the Series A Preferred Stock which were called for
redemption. The Bank of New York, Redemption and Conversion Agent, has
determined the shares to be called randomly by lot. USF&G has 4.0 million shares
of the Series A Preferred Stock outstanding. USF&G currently intends to call the
remaining shares during 1997. The Series A Preferred shares were originally
issued in 1986.
USF&G Corporation intends to use the net proceeds from the sale of both
Series A and Series B Capital Securities for general corporate purposes, which
will include the partial redemption of the Series A Preferred Stock and the
reduction of outstanding indebtedness.
USF&G Corporation, with assets of $14.5 billion, is composed of
property/casualty and life insurance subsidiaries. The corporation's principal
subsidiary is United States Fidelity and Guaranty Company, one of the nation's
largest property/casualty insurers, founded in 1896.
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USF&G CORPORATION
FORM 8-K
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Current Report on Form 8-K to be signed on its
behalf by the undersigned hereunto duly authorized.
USF&G CORPORATION
By: /s/DAN L. HALE
Dan L. Hale
Executive Vice President and
Chief Financial Officer
January 10, 1997