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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: October 21, 1996
MORRISON KNUDSEN CORPORATION
(formerly Washington Construction Group, Inc.)
Commission File Number 1-12054
A Delaware corporation
IRS Employer Identification No. 33-0565601
MORRISON KNUDSEN PLAZA, BOISE, IDAHO 83729
208/386-5000
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ITEM 5. OTHER MATERIAL IMPORTANT EVENTS.
On October 16, 1996, the Company filed a Form 12b-25, Notification of Late
Filing, stating that the Company could not file its quarterly report on Form
10-Q for the quarter ended August 31, 1996 within the prescribed time period
because it was continuing to evaluate certain matters necessary to compile
financial information. Upon pursuing further review of the items noted in
the Form 12b-25, the Company has determined that it must delay filing of the
Form 10-Q for the reasons stated in the press release dated October 21, 1996
which is filed as Exhibit 99.1 hereto and is incorporated herein by this
reference.
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 thereunto duly authorized.
MORRISON KNUDSEN CORPORATION
October 21, 1996 /s/ Stephen G. Hanks
By:
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Stephen G. Hanks
Executive Vice President, Chief Legal Officer
and Acting Chief Financial Officer
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EXHIBIT 99.1
[LOGO] MORRISON KNUDSEN CORPORATION
NEWS RELEASE
Morrison Knudsen Plaza/P.O. Box 73
Boise, Idaho 83729
Telex: 368439/Phone: (208) 386-6611
Fax: (208) 386-5065
For Further Information Contact: Brent D. Brandon
Vice President Corporate Communications
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FOR RELEASE:
October 21, 1996
MK EVALUATING POST-MERGER FINANCIAL RESERVES
FOR THIRD QUARTER
BOISE -- Morrison Knudsen Corporation (NYSE-MK), formerly Washington
Construction Group, Inc., will delay filing its Quarterly Report Form 10Q for
the third quarter ended August 31, 1996. In a Report on Form 8K filed with the
SEC, the company said that the reporting of its third quarter results would be
delayed beyond the required filing date due to an ongoing review of financial
matters following the merger between Morrison Knudsen and Washington
Construction, which became effective last month on September 11, 1996.
The Company said that it is reviewing certain properties, principally real
estate not used in construction operations, to evaluate their status and
determine their current market value. None of the properties being evaluated
are involved in the Company's on-going core operations. MK said that it is also
evaluating the establishment of reserves for restructuring expenses related to
the business combination, including relocation and other employee-related
expenses. Other financial issues under review include establishment of a
reserve for a potential environmental liability and accruals for taxes other
than income taxes. The Company anticipates completing the evaluation within one
month and said the post-merger loss provisions could result in net losses for
the three and nine month periods ended August 31, 1996.
"We remain confident in the performance of the Company's operating units
and look forward to getting these potential adjustments behind us," said Robert
A. Tinstman, MK's president and chief executive officer.
The merger of Morrison Knudsen and Washington Construction resulted in a
company of 10,000 employees in 25 countries providing engineering & construction
services in seven markets: environmental, mining, heavy construction,
industrial & process, operations & maintenance, power and transportation.
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