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)
NOVEMBER 26, 1996
Commission file number 33-73270
TRANSTAR HOLDINGS, L.P.
TRANSTAR CAPITAL CORPORATION
(Exact name of Registrant as specified in its charter)
DELAWARE 13-3486874
DELAWARE 13-3745313
(State of Incorporation) (I.R.S. Employer Identification Number)
118 NORTH BEDFORD ROAD, SUITE 300, MT. KISCO, NEW YORK 10549
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(914) 242-5003
<PAGE>
Item 5. Other Events.
Transtar, Inc. a subsidiary of Transtar Holdings, L.P., declared and
paid a cash dividend, in the amount of $1,275 per share on its Class A Voting
Common Stock and Class B Non-Voting Common Stock. The aggregate amount of the
dividend payment was $24,543,750. The dividend was paid on November 26, 1996
to holders of record on November 22, 1996.
Transtar, Inc., is a transportation holding company comprised of
seven railroads, a Great Lakes shipping fleet, and an inland barge operation.
The shareholders of Transtar are Transtar Holdings, L.P., which owns a 53%
economic and 51% voting interest; USX Corporation owns a 45.7% economic and
49% voting interest; and Transtar's management owns a 1.3% economic interest,
prior to dilution of the economic interests for certain management stock
options. Transtar Holdings is owned by certain affiliates of Blackstone
Capital Partners, L.P.
Transtar Holdings received $13,005,000 on November 26, 1996
representing 53% of the cash dividend payment. The dividend payment will be
paid into an escrow account pursuant to Transtar Holding's indenture governing
its 13 3/8% Senior Discount Notes due 2002, and after distributing
approximately $4.5 million to its partners and approximately $300,000 to pay
certain administrative expenses, Transtar Holdings will offer to repurchase a
portion of the Senior Discount Notes at an offer price equal to 101% of the
accreted value of such notes on the date of purchase. The offer to purchase
the notes will be made by a notice to holders of the Senior Discount Notes and
will be held open for 20 business days.
A copy of the press release, dated as of December 6, 1996, issued by
Transtar in connection with the above-described dividend declarations is
attached as Exhibit 99.1 hereto and is incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Not applicable
(b) Not applicable
(c) The following exhibit is filed with this report:
Exhibit Number Description
99.1 Press Release of Transtar, Inc. dated as of
December 6, 1996
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
each registrant has duly caused this report to be signed on its respective
behalf by the undersigned, thereunto duly authorized, on the 6th day of
December 1996.
TRANSTAR HOLDINGS, L.P.
By Blackstone Transportation
Company, Inc.
By /s/ James J. Mossman
_____________________________
James J. Mossman
President
TRANSTAR CAPITAL CORPORATION
By /s/ James J. Mossman
_____________________________
James J. Mossman
President
<PAGE>
EXHIBIT INDEX
Exhibit Number Description
99.1 Press Release of Transtar, Inc. dated as of
December 6, 1996
<PAGE>
TRANSTAR HOLDINGS, L.P.
118 NORTH BEDFORD ROAD, SUITE 300
MOUNT KISCO, NEW YORK 10549
(914) 242-5003
FOR IMMEDIATE RELEASE:
For further information contact:
Erik S. Katz
(212) 836-9874
TRANSTAR HOLDINGS, L.P. ANNOUNCES DIVIDEND PAYMENTS
NEW YORK, NY, December 6, 1996 -- Transtar, Inc. a subsidiary of
Transtar Holdings, L.P., declared and paid a cash dividend, in the amount of
$1,275 per share on its Class A Voting Common Stock and Class B Non-Voting
Common Stock. The aggregate amount of the dividend payment was $24,543,750.
The dividend was paid on November 26, 1996 to holders of record on November
22, 1996.
Transtar, Inc., is a transportation holding company comprised of
seven railroads, a Great Lakes shipping fleet, and an inland barge operation.
The shareholders of Transtar are Transtar Holdings, L.P., which owns a 53%
economic and 51% voting interest; USX Corporation owns a 45.7% economic and
49% voting interest; and Transtar's management owns a 1.3% economic interest,
prior to dilution of the economic interests for certain management stock
options. Transtar Holdings is owned by certain affiliates of Blackstone
Capital Partners, L.P.
Transtar Holdings received $13,005,000 on November 26, 1996
representing 53% of the cash dividend payment. The dividend payment will be
paid into an escrow account pursuant to Transtar Holding's indenture governing
its 13 3/8% Senior Discount Notes due 2002, and after distributing
approximately $4.5 million to its partners and approximately $300,000 to pay
certain administrative expenses, Transtar Holdings will offer to repurchase a
portion of the Senior Discount Notes at an offer price equal to 101% of the
accreted value of such notes on the date of purchase. The offer to purchase
the notes will be made by a notice to holders of the Senior Discount Notes and
will be held open for 20 business days.
