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) January 2, 1996
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GEICO Corporation
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(Exact name of registrant as specified in its charter)
Delaware 1-8012 52-1135801
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
One GEICO Plaza, Washington, D.C. 20076
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (301) 986-3000
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Not Applicable
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(Former name or former address, if changed since last report)
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Item 1. Change of Control of the Registrant.
On January 2, 1996, pursuant to an Agreement and Plan of Merger
dated August 25, 1995, by and among Berkshire Hathaway Inc. ("Berkshire"),
HPKF Inc. ("Sub") and GEICO Corporation (the "registrant"), Sub merged with
and into the registrant, with the registrant as the surviving corporation
and an indirect wholly owned subsidiary of Berkshire (the "Merger"). Upon
consummation of the Merger, each outstanding share of Common Stock, par
value $1.00 per share (the "Common Stock"), of the registrant (other than
shares properly dissenting from the Merger) was converted into the right to
receive $70.00 in cash (the "Merger Consideration"). The transfer agent for
the Common Stock has been instructed by the registrant to close the stock
transfer books for the Common Stock, and trading of Common Stock on the New
York Stock Exchange and the Pacific Stock exchange is to cease at the close
of business of such exchanges on the date hereof.
The Bank of New York has been retained by Berkshire to serve as
the Paying Agent. Letters of Transmittal, together with instructions
relating thereto, are expected to be provided promptly to the registrant's
stockholders so that such stockholders may receive the Merger
Consideration.
A copy of the joint press release, dated January 2, 1996, issued
by Berkshire and the registrant relating to the consummation of the Merger
is attached hereto as Exhibit 99.
Item 7. Financial Statements and Exhibits.
(c) The following exhibit is filed with this report:
99. Joint press release of Berkshire and the registrant relating
to the consummation of the Merger on January 2, 1996.
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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.
GEICO Corporation
By: /s/ W. Alvon Sparks, Jr.
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Name: W. Alvon Sparks, Jr.
Title: Executive Vice President
and Chief Financial Officer
Dated January 2, 1996
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EXHIBIT INDEX
Exhibit Number Description
99 Joint Press Release of Berkshire and the registrant
issued January 2, 1996.
Exhibit 99
Berkshire Hathaway Inc. GEICO Corporation
1440 Kiewit Plaza 5260 Western Avenue
Omaha, Nebraska 6813 Washington, D.C. 20076
JOINT PRESS RELEASE (FOR IMMEDIATE RELEASE)
BERKSHIRE HATHAWAY COMPLETES ACQUISITION OF GEICO CORPORATION
Omaha, Neb. and Washington, D.C., January 2, 1996--
Berkshire Hathaway Inc. (NYSE:BRK) and GEICO Corporation (NYSE:GEC)
today announced the completion of Berkshire's acquisition of GEICO
Corporation. GEICO Corporation is now an indirect wholly-owned
subsidiary of Berkshire.
Each outstanding share of GEICO Corporation Common Stock
(par value of $1.00 per share) not owned by Berkshire was converted in
the merger into the right to receive $70.00 in cash.
The Bank of New York has been retained by Berkshire to serve
as Paying Agent. Letters of Transmittal, together with instructions
for their use, are expected to be provided promptly to GEICO
Corporation stockholders of record so that they may receive the merger
consideration.
Berkshire Hathaway Inc. is headquartered in Omaha, Nebraska.
GEICO Corporation will maintain its headquarters in Chevy Chase,
Maryland.
