SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549-1004
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): August 17, 1995
(August 10, 1995)
WORLDWAY CORPORATION
(Exact name of registrant as specified in its charter)
1-08441 North Carolina 74-1330475
(Commission (State of other jurisdiction (I.R.S. Employer
File Number) of incorporation or organization) Identification No.)
400 Two Coliseum Center, 2400 Yorkmont Road, Charlotte, North Carolina 28217
(Address of principle executive offices) (Zip Code)
Registrant's telephone number, including area code (704) 329-0123
ITEM 1. CHANGES IN CONTROL OF REGISTRANT.
At midnight on August 10, 1995, the cash tender offer by
ABC Acquisition Corporation, a North Carolina corporation ("ABC
Acquisition"), and a wholly owned subsidiary of Arkansas Best
Corporation, a Delaware corporation ("Arkansas"), for all of
the outstanding shares of Common Stock, par value $0.50 per
share (the "Shares"), of Registrant, at $11.00 per Share, net
to the seller in cash, expired and all Shares validly tendered
pursuant to the tender offer were accepted by ABC Acquisition
for payment. According to First Union National Bank of North
Carolina, the Depository, approximately 5,964,030 Shares
representing 91% percent of Registrant's outstanding Shares
were tendered.
ABC Acquisition obtained all funds needed for the tender
offer through a loan from Arkansas. Arkansas obtained the
funds for such loan pursuant to a Credit Agreement, dated as of
August 10, 1995, among Arkansas, the banks parties thereto,
Societe Generale, Southwest Agency, as Managing Agent and
Administrative Agent, and NationsBank of Texas, N.A., as
Documentation Agent.
Certain arrangements with respect to the election of
directors of the Registrant are described in Registrant's
Schedule 14D-9, filed with the Securities and Exchange
Commission on July 14, 1995 under "The Merger Agreement - Board
of Directors," which description is hereby incorporated herein
by reference. Pursuant to such arrangements, Messrs. Boggan,
Carstarphen, Grace, Mapel, Martin, Richardson and Younger
resigned from the Board of Directors on August 11, 1995 and
seven designees of Arkansas Best, Messrs. Young, Neal, Cooper,
Meyers, Slack, Marquard and Morris, were elected to the Board.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS.
(a) Not applicable.
(b) Not applicable.
(c) (c)(2) Agreement and Plan of Merger, dated as of July
8, 1995, among Arkansas, ABC Acquisition and the
Registrant (incorporated herein by reference to
Exhibit 1 to the Solicitation/Recommendation
Statement on Schedule 14D-9 of Registrant, dated
July 14, 1995).
SIGNATURE
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 hereto
duly authorized.
Dated: August 17, 1995
ABC Acquisition Corporation
By: /s/ DONALD L. NEAL
______________________________
Name:
Title: Senior Vice President --
Chief Financial Officer
Arkansas Best Corporation
By: /s/ DONALD L. NEAL
________________________________
Name:
Title: Senior Vice President and
Chief Financial Officer
EXHIBIT INDEX
Exhibit
Number Exhibit
(c) Exhibits
(c)(2) Agreement and Plan of Merger, dated as of July 8,
1995, among Arkansas, ABC Acquisition and the
Registrant (incorporated herein by reference to
Exhibit 1 to the Solicitation/Recommendation
Statement on Schedule 14D-9 of Registrant, dated July
14, 1995).
