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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): July 20, 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 July 21, 2000, RISCORP, Inc. issued a press release announcing that
its shareholders had approved the amended plan and agreement of merger with
Griffin Acquisition Corp., a company controlled by William D. Griffin, the
majority shareholder of RISCORP, and that the parties had closed the merger and
related transactions. As a result of the merger, holders of the Class A Common
Stock will receive $3.075 per share in cash, plus a contingent right to an
additional pro rata cash amount if RISCORP recovers any amounts from Zenith
Insurance Company in connection with the litigation currently pending between
the parties. RISCORP intends to terminate its duty to file reports under the
Securities Exchange Act of 1934, as amended by filing a Form 15 with the
Securities and Exchange Commission.
As part of the consummation of such merger, the Board of Directors of
RISCORP have resigned. As a consequence of such Merger, William D. Griffin, his
affiliates and certain trusts created for the benefit of Mr. Griffin's children
own all of the issued and outstanding capital stock of RISCORP.
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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99.1 Press Release dated July 21, 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: July 20, 2000
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