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)
March 31, 1997
HIGHLANDS INSURANCE GROUP, INC.
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(Exact name of registrant as specified in its charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
1-14028 75-2370945
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(Commission File Number) (IRS Employee Identification No.)
10370 Richmond Avenue, Houston, Texas 77042-4123
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(Address of principal executive offices) (Zip Code)
(713)952-9555
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Registrant's telephone number, including area code
ITEM 5. Other Events
The registrant, may at its option, report under this
item any events, with respect to which information is not
otherwise called for by this form, that the registrant
deems of importance to security holders.
(a) On March 31, 1997, the registrant, Highlands
Insurance Group, Inc. ("Highlands") issued a press release
entitled "Highlands Insurance Group, Inc. and VIK Brothers
Insurance, Inc. Satisfy Certain Conditions Under Agreement to
Acquire VIK Brothers Insurance, Inc."
ITEM 7.
The following exhibit is filed with this report on Form 8-K:
Exhibit 1 - Press release dated March 31, 1997
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.
HIGHLANDS INSURANCE GROUP, INC.
April 11, 1997 By:
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Dwayne D. Hallman
Vice President and Secretary
EXHIBIT INDEX
EXHIBIT NO.1 Press Release of March 31, 1997
Incorporated by Reference
EXHIBIT NO. 1:
FOR IMMEDIATE RELEASE Contact: Charles J. Bachand
March 31, 1997 Vice President
(713) 267-8567
(713) 267-8688 (Facsimile)
HIGHLANDS INSURANCE GROUP, INC.
AND
VIK BROTHERS INSURANCE, INC.
SATISFY CERTAIN CONDITIONS UNDER
AGREEMENT TO ACQUIRE VIK BROTHERS INSURANCE, INC.
Houston, Texas - March 31, 1997 . . . Highlands Insurance
Group, Inc. (Highlands) (NYSE:HIC), a regional property and
casualty insurer, today announced that consents, waivers or other
agreements from certain securityholders of Vik Brothers
Insurance, Inc. of Lawrenceville, New Jersey (VBII) and other
third parties who have existing contractual arrangements with
VBII required for consummation of the transactions contemplated
by the revised definitive agreement for the previously announced
acquisition of VBII by Highlands have been received. Receipt of
such consents was a condition to completing the transaction.
Highlands announced on February 14, 1997 that it and VBII had
entered into the revised definitive agreement.
Consummation of the acquisition is also conditioned upon
receipt of regulatory approval and satisfaction of other
customary conditions. Filings with the applicable state
insurance regulatory authorities have been made and discussions
with these authorities are in process.
Under the terms of the revised definitive agreement, Highlands
will acquire VBII for aggregate consideration, including the
assumption of debt, of approximately $97 million. Highlands will
finance the acquisition with a combination of common stock, bank
debt, perferred stock and cash. Highlands will issue
approximately 1.4 million shares of common stock, representing
approximately 11% of Highlands' then outstanding common equity.
The parties expect to close the transaction in the second
quarter of 1997.
Highlands is a regional insurance company that is primarily
engaged in the commercial property and casualty insurance
business, specializing in workers' compensation, general
liability and other related coverages.
