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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): October 18, 2000
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Alleghany Corporation
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
1-9371 51-0283071
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(Commission File Number) (IRS Employer Identification Number)
375 Park Avenue, Suite 3201
New York, New York 10152
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 752-1356
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Item 5. Other Events.
On October 18, 2000, Alleghany Corporation ("Alleghany"), ABN AMRO
North America Holding Company ("ABN AMRO") and Alleghany Asset Management, Inc.
("AAM") entered into an Agreement and Plan of Merger (the "Merger Agreement").
Pursuant to the Merger Agreement and subject to its terms, AAM, a wholly-owned
subsidiary of Alleghany, will merge with a to-be-formed wholly-owned subsidiary
of ABN AMRO. All shares of AAM held by Alleghany will convert to cash upon
completion of the merger and Alleghany will not retain an equity interest in the
surviving entity. ABN AMRO will be the sole stockholder of the surviving entity.
The Merger Agreement is attached hereto as Exhibit 2.1 and is incorporated
herein by reference.
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Item 7. Financial Statements and Exhibits.
(c) Exhibits. The following exhibits accompany this report:
Exhibit Number Exhibit Description
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2.1 Agreement and Plan of Merger, dated as
of October 18, 2000, by and among ABN
AMRO North America Holding Company,
Alleghany Asset Management, Inc. and
Alleghany Corporation. Alleghany
Corporation agrees to furnish
supplementally a copy of any omitted
exhibit or schedule to the Securities
and Exchange Commission upon request.
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.
ALLEGHANY CORPORATION
Date: October 23, 2000 By:/s/ Peter R. Sismondo
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Peter R. Sismondo
Vice President, Controller,
Treasurer and
Assistant Secretary
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Index to Exhibits
Exhibit Number Exhibit Description
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2.1 Agreement and Plan of Merger, dated as
of October 18, 2000, by and among ABN
AMRO North America Holding Company,
Alleghany Asset Management, Inc. and
Alleghany Corporation. Alleghany
Corporation agrees to furnish
supplementally a copy of any omitted
exhibit or schedule to the Securities
and Exchange Commission upon request.
