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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
AMENDMENT NO. 1 TO FORM 10-Q
(Mark One)
(X) Quarterly report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934.
For the quarterly period ended June 30, 2000
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or
( ) Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934.
For the transition period from to
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Commission File Number: 1-4753
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Puerto Rican Cement Company, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Commonwealth of Puerto Rico 51-A-66-0189525
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(State or Other Jurisdiction of (I.R.S. Employer Identification No.)
Incorporation or Organization)
P.O. Box 364487 - San Juan, P.R. 00936-4487
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (787) 783-3000
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Not Applicable
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(Former Name, Former Address and Former Fiscal Year, if Changed Since
Last Report)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
YES [X] NO [ ]
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date:
Common stock, $1.00 Par Value: 5,186,274 Shares Outstanding
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PART II. OTHER INFORMATION
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
(a) The Annual Meeting of Stockholders was held at the executive
offices of Puerto Rican Cement Company, Inc. (the "Company"),
at Guaynabo, Puerto Rico, on May 3, 2000.
(c) The election of five Class I Directors for a term of three
years and one Class III Director for a term of two years was
submitted to a vote at the meeting. The result of the votes
taken at such meeting for the election of five Class I
Directors and one Class III Director is as follows:
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<CAPTION>
NUMBER OF
NUMBER OF SHARES WITHHELD
SHARES VOTED FROM VOTING
NAME OF NOMINEE FOR NOMINEE FOR NOMINEE
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<S> <C> <C>
CLASS I DIRECTORS
Waldermar Del Valle 3,768,406 3,231
Luis A. Ferre Rangel 3,768,477 3,160
Oscar A. Blasini 3,768,407 3,230
Miguel A. Nazario 3,744,334 27,303
Hector Del Valle 3,666,408 105,229
CLASS III DIRECTOR
Emilio Venegas 3,768,326 3,311
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ITEM 5 - OTHER INFORMATION
On May 3, 2000, the Company executed amended and restated agreements
originally signed in July 1998, between the Company and Miguel A. Nazario,
Antonio L. Ferre Rangel and Jose O. Torres, respectively. The amendments and
restatements included changing certain provisions specifying the conditions to
receipt of benefits and provisions relating to payments by the Company in
substitution for benefits that otherwise might have been received under the
Company's pension plan. Certain other provisions were also changed in order to
clarify or correct such provisions. The form of these amended and restated
agreements is included as Exhibit 10.6 to this report.
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At the July 2000 Board of Directors meeting, the Company entered into
severance compensation agreements with seven (7) of the Company's executives.
These contracts were granted for the first time to these executives, and have
terms similar to those of the severance compensation agreements executed in
July 1998 with other key executives of the Company. These additional contracts
largely reflect the replacement of departing key executives, whose severance
compensation agreements have been terminated, with their successors. The
contracts, among other things, grant an amount equal to two-and-a-half times
the compensation based on salary plus bonus during the preceding three-year
period in the event of a takeover or change in control of ownership of the
Company, or if the executive is laid-off or forced to resign. (The form of this
severance compensation agreement was filed as Exhibit 10.2 to Form 10-Q for the
fiscal quarter ended June 30, 1998 and is incorporated herein by reference.)
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits required by Item 601 of Regulation S-K
10. Material Contracts
10.6 Form of Amended and Restated Severance Compensation Agreement
executed by the Company on May 3, 2000 with three of the
Company's key executives.
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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 thereunto duly authorized.
PUERTO RICAN CEMENT COMPANY, INC.
Registrant
Date: September 12, 2000 By: /s/ Jose O. Torres
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Jose O. Torres
Vice President and Chief Financial Officer
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PUERTO RICAN CEMENT COMPANY, INC.
AND SUBSIDIARY COMPANIES
EXHIBITS INDEX
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<CAPTION>
Exhibit Number Description of Document
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<S> <C>
10.6 Form of Amended and Restated Severance Compensation Agreement
executed by the Company on May 3, 2000 with three of the
Company's key executives
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