1 ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT: OCTOBER 6, 1998 DATE OF EARLIEST EVENT REPORTED: SEPTEMBER 22, 1998 PRIMARK CORPORATION (Exact name of registrant as specified in its charter) 1-8260 (Commission File Number) MICHIGAN 38-2383282 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 1000 WINTER STREET, SUITE 4300N, WALTHAM, MA 02451 (Address of principal executive offices) (Zip Code) 781-466-6611 (Registrant's telephone number, including area code) ================================================================================ 2 ITEM 5. OTHER EVENTS On September 23, 1998, Primark Corporation completed the previously announced sale of all of the outstanding common stock of its heavy aircraft maintenance unit, the Triad International Maintenance Corporation (TIMCO), to Aviation Sales Maintenance, Repair & Overhaul Company, a division of Aviation Sales Company pursuant to a Stock Purchase Agreement dated August 10, 1998 for a cash purchase price of $70 million. As a closing adjustment, Primark has contributed $8 million to TIMCO, which is the approximate amount of cash contributed by TIMCO to Primark since July 1, 1998. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED Financial statements are not required and therefore have not been filed with this Form 8-K. (b) PRO FORMA FINANCIAL INFORMATION Pro forma financial information is not required and therefore has not been filed with this Form 8-K. (c) EXHIBITS Exhibit Number Description - ------- ----------- 99.1 Stock Purchase Agreement between Primark Corporation and Aviation Sales Maintenance, Repair & Overhaul Company, a division of Aviation Sales Company dated as of August 10, 1998. 99.2 First Amendment to Stock Purchase Agreement dated September 22, 1998. 99.3 Press Release dated September 23, 1998. 3 SIGNATURE 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. PRIMARK CORPORATION Date: October 6, 1998 By: /s/ STEPHEN H. CURRAN --------------------------------- Stephen H. Curran Executive Vice President and Chief Financial Officer (Principal Financial Officer)