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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 (Date of earliest event reported): June 28, 2000
RISCORP, INC.
(Exact name of registrant
as specified in its charter)
Florida 0-27462 65-0335150
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
2 North Tamiami Trail, Suite 608
Sarasota, Florida 34236-5642
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (941) 366-5015
N/A
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
On June 28, 2000, RISCORP entered into a third amendment to the plan
and agreement of merger with Griffin Acquisition Corp. The third amendment
increases the cash portion of the merger consideration to $3.075 and extends,
from June 30, 2000 to August 15, 2000, the date upon which either party can
terminate the merger agreement if the merger has not been completed. In
addition, the third amendment removes the adjustment to the cash portion of the
merger consideration that would have reduced the amount distributed to the
holders of the Class A Common Stock if certain of RISCORP's expenses in the
merger exceeded $1,500,000. A copy of the third amendment is attached as Exhibit
2.1 hereto and is incorporated herein by reference.
On June 28, 2000, RISCORP issued a press release announcing that it had
entered into the third amendment. The full text of the press release is attached
hereto as Exhibit 99.1 and is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
No financial statements are required to be filed as part of this
Report. The following exhibits are filed as part of this Report:
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Exhibit No. Description
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2.1 Third Amendment to Plan and Agreement of Merger,
dated June 28, 2000, among Griffin Acquisition Corp.,
a Florida corporation, William D. Griffin, an
individual resident of the State of Florida, and
RISCORP, Inc., a Florida corporation.
99.1 Press Release dated June 28, 2000.
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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.
RISCORP, INC.
By: /s/ Walter E. Riehemann
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Walter E. Riehemann
President
Dated: June 29, 2000
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