PEC ISRAEL ECONOMIC CORP
8-K, 1999-11-05
INDUSTRIAL MACHINERY & EQUIPMENT
Previous: PACIFIC GAS & ELECTRIC CO, 8-K, 1999-11-05
Next: PEC ISRAEL ECONOMIC CORP, SC 13E3/A, 1999-11-05



<PAGE>

                          SECURITIES AND EXCHANGE COMMISSION
                                 WASHINGTON, DC 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) November 5, 1999
                                                 ----------------


                           PEC Israel Economic Corporation
- --------------------------------------------------------------------------------
                  (Exact Name of Registrant as Specified in Charter)


    Maine                           1-8707                 13-1143528
- --------------------------------------------------------------------------------
(State or Other Jurisdiction       (Commission         (IRS Employer
     of Incorporation)              File Number)       Identification No.)


   511 Fifth Avenue, New York, New York                      10017
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)                   (Zip Code)



Registrant's telephone number, including area code (212) 687-2400
                                                   --------------



- --------------------------------------------------------------------------------
            (Former Name or Former Address, if Changed Since Last Report)






                                                       Page 1 of 3 pages
<PAGE>

Item 5.   OTHER EVENTS AND
Item 7.   FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
          AND EXHIBITS.

          On November 5, 1999, PEC Israel Economic Corporation (the "Company")
issued the press release, which is exhibit 1 hereto, reporting that the
Company's parent corporation, Discount Investment Corporation Ltd. ("Discount
Investment"), acquired all of the outstanding shares of common stock of the
Company for a cash price of $36.50 through the merger of a wholly-owned
subsidiary of Discount Investment into the Company.  As a result of the merger,
the Company's shares of common stock no longer trade on the New York Stock
Exchange.  In addition, the registration of the Company's shares and the
Company's reporting obligations under the Securities Exchange Act of 1934, as
amended, have been terminated.
















                                                       Page 2 of 3 pages
<PAGE>

                                      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.

                                   PEC Israel Economic Corporation
                                   -------------------------------
                                   (Registrant)


                                By: /s/JAMES I. EDELSON
                                   ---------------------------------------------
Date: November 5, 1999             James I. Edelson,
                                   Executive Vice President



















                                                       Page 3 of 3 pages

<PAGE>

                                                  Exhibit 1



FOR RELEASE IMMEDIATELY

                           PEC ISRAEL ECONOMIC CORPORATION
                          REPORTS ACQUISITION OF ALL OF ITS
                     OUTSTANDING SHARES BY ITS PARENT CORPORATION
                            AT A PRICE OF $36.50 PER SHARE

     NEW YORK, November 5, 1999 . . . . PEC Israel Economic Corporation today
reported that its parent corporation, Discount Investment Corporation Ltd.
("Discount Investment"), acquired all of PEC's outstanding shares of common
stock held by PEC's public stockholders at a price of $36.50 per share
through the merger of a wholly-owned subsidiary of Discount Investment into
PEC.  The merger took place after PEC's shareholders voted to approve the
merger at a special meeting held earlier today.  As a result of the merger,
PEC's shares of common stock no longer trade on the New York Stock Exchange.
In addition, the registration of PEC's shares and PEC's reporting obligations
under the Securities Exchange Act of 1934, as amended, have been terminated.

     Instructions to PEC's former shareholders with regard to the surrender of
their share certificates, together with a letter of transmittal to be used for
this purpose, will be mailed next week.  PEC's former shareholders should
surrender their share certificates only after obtaining the instructions and a
letter of transmittal form.  Payment for shares will be made as promptly as
practicable following receipt by PEC's paying agent, ChaseMellon Shareholder
Services, L.L.C., of the share certificates, a completed letter of transmittal
and other documents, if required.

     PEC organizes, acquires interests in, finances and participates in the
management of companies, predominantly companies which are located in Israel or
are Israel-related.



                                 #     #     #     #



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission