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: December 31, 1996
(Date of earliest event reported)
Commission File No. 1-7361
AMERICAN FINANCIAL CORPORATION
Incorporated under the laws of Ohio
IRS Employer Identification No. 31-0624874
One East Fourth Street
Cincinnati, Ohio 45202
Phone: (513) 579-2121
Former name or former address, if changed since last report:
Not Applicable.
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AMERICAN FINANCIAL CORPORATION
FORM 8-K
ITEM 2.ACQUISITION OR DISPOSITION OF ASSETS.
Effective as of the close of business on December 31, 1996, American
Financial Group, Inc. ("AFG"), the holder of 100% of the outstanding common
stock of American Financial Corporation ("AFC") contributed to the capital of
AFC, 38 million of the 47 million outstanding shares of common stock of
American Premier Underwriters, Inc. ("APU"), previously a direct, wholly-
owned subsidiary of AFG. For a description of APU, please see the Form 10-K
incorporated herein by reference in Item 7(a)(1) below
Effective as of the close of business on December 27, 1996, AFG
contributed to the capital of AFC, $450 million in principal amount, without
accrued interest, of AFC's indebtedness outstanding pursuant to the Credit
Agreement dated as of April 3, 1995 between AFC, as Borrower, and
Pennsylvania Company (a wholly owned subsidiary of APU), as the original
Lender.
Each of these transactions was a capital contribution from AFG to AFC
whereby no consideration was paid by AFC and no plans of acquisition were
prepared.
ITEM 7.FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS.
(a) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED. The audited
financial statements of APU required by this Item 7(a) are
incorporated herein by reference to the financial statements
of APU set forth in the Annual Report of APU on Form 10-K for
the year ended December 31, 1995, and the unaudited financial
statements of APU required by this Item 7(a) are incorporated
herein by reference to the financial statements of APU set
forth in the Quarterly Reports of APU on Form 10-Q for the
quarters ended March 31, June 30, and September 30, 1996.
(b) PRO FORMA FINANCIAL INFORMATION. The Pro Forma
Financial Information required by this Item 7(b) will be filed
by amendment within 60 days of the date of this Report.
(c) EXHIBITS.
99(a) Financial statements of APU set forth in the
Annual Report of APU on Form 10-K for the
year ended December 31, 1995 and the
Quarterly Reports of APU on Form 10-Q for the
quarters ended March 31, June 30, and
September 30, 1996.
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 thereunto duly authorized.
AMERICAN FINANCIAL CORPORATION
January 14, 1997 By: James C. Kennedy
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James C. Kennedy
Deputy General Counsel & Secretary
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