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
April 30, 1997
(Date of Report, date of earliest event reported)
VALCOR, INC.
(Exact name of Registrant as specified in its charter)
Delaware 33-63044 74-2678674
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) No.)
5430 LBJ Freeway, Suite 1700, Dallas, TX 75240-2697
(Address of principal executive offices) (Zip Code)
(972) 233-1700
(Registrant's telephone number, including area code)
Not applicable
(Former name or address, if changed since last report)
Item 2: Acquisition or Disposition of Assets
On April 30, 1997, the Company completed the disposition of its fast food
operations conducted by its wholly-owned subsidiary, Sybra, Inc. The
disposition was accomplished in two separate, concurrent transactions. The
first transaction involved the sale of certain restaurant real estate owned by
Sybra to U.S. Restaurant Properties Master L.P., a Delaware limited partnership,
for $45 million cash consideration. The second transaction involved Valcor's
sale of 100% of the common stock of Sybra to I.C.H. Corporation, a Delaware
corporation, for $14 million cash consideration plus the repayment by I.C.H. of
approximately $23.8 million of Sybra's intercompany indebtedness owed to Valcor.
Substantially all of the net-of-tax proceeds are held by Valcor. Under certain
conditions, I.C.H. is obligated to pay an additional contingent consideration of
approximately $2 million to Valcor in the future.
As part of the transactions, Valhi, Inc., the Company's parent corporation,
purchased 222,222 units of U.S. Restaurant Properties Master L.P. from U.S.
Restaurant Properties for $6 million cash consideration.
Prior to consummation of these transactions, Sybra increased the
outstanding balance of its intercompany loan owed to Valcor from $20 million to
$23.8 million, and used a portion of the proceeds to completely repay its
outstanding bank indebtedness.
Item 7: Financial Statements, Pro Forma Financial Information
and Exhibits
(b) Pro forma financial information
Pro forma condensed consolidated financial statements of the
Registrant, which present the pro forma effects of the transactions
described in Item 2 above, assuming such transactions had occurred
as of the dates set forth in the accompanying notes, are included
herein as Exhibit 99.2.
(c) Exhibit
Item No. Exhibit Index
99.1 Press release issued by the Registrant dated May 1, 1997
describing the transactions discussed in Item 2 above.
99.2 Pro forma financial information of the Registrant.
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.
VALCOR, INC.
(Registrant)
By: /s/ Bobby D. O'Brien
Bobby D. O'Brien
Vice President
Date: April 30, 1997