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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): April 1, 1999
LEUCADIA NATIONAL CORPORATION
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(Exact Name of Registrant as Specified in its Charter)
NEW YORK
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(State or Other Jurisdiction of Incorporation)
1-5721 13-2615557
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(Commission File Number) (I.R.S. Employer Identification No.)
315 PARK AVENUE SOUTH, NEW YORK, N.Y. 10010
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(Address of Principal Executive Offices) (Zip Code)
(212) 460-1900
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(Registrant's Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events
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The information set forth in the press release issued by Leucadia
National Corporation, attached hereto as Exhibit 99.1, is incorporated herein by
reference.
Item 7. Financial Statements, Pro Forma Financial Statements and Exhibits
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(c) Exhibits
99.1 Press release of Leucadia National Corporation dated April 1,
1999.
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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 hereunto duly authorized.
LEUCADIA NATIONAL CORPORATION
By: /s/ Joseph A. Orlando
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Joseph A. Orlando
Vice President and
Chief Financial Officer
Date: April 6, 1999
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EXHIBIT INDEX
Item No.
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99.1 Press release of Leucadia National Corporation dated April 1, 1999.
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Exhibit 99.1
LEUCADIA NATIONAL CORPORATION
315 PARK AVENUE SOUTH
NEW YORK, NEW YORK 10010
212-460-1900
PRESS RELEASE
April 1, 1999
FOR IMMEDIATE RELEASE
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Contact: Laura Ulbrandt (212) 460-1900
LEUCADIA NATIONAL CORPORATION
ANNOUNCES SIGNIFICANT CASH DIVIDEND AND
INCREASE IN SHARE REPURCHASE AUTHORIZATION
New York, New York .... Leucadia National Corporation (NYSE and PCX: "LUK")
announced today that its Board of Directors has approved a $12.00 per share cash
dividend payable on May 21, 1999 to shareholders of record at the close of
business on May 14, 1999 (the "Dividend"). The aggregate amount of the Dividend
is approximately $723 million. Pursuant to a ruling from the Internal Revenue
Service, the Company may pay dividends of up to $812 million and have any gain
realized on the dividends treated as capital gain income. It is the Board of
Directors' intention to declare a second dividend before the end of 1999 in the
amount of approximately $89 million, less amounts paid to repurchase Common
Shares after April 1, 1999.
Leucadia also announced today that its Board of Directors has increased the
number of its Common Shares that the Company is authorized to purchase. As a
result, the Company currently is authorized to purchase up to 6,000,000 Common
Shares. Such purchases may be made from time to time in the open market, through
block trades or otherwise. Depending on market conditions and other factors,
such purchases may be commenced or suspended at any time without prior notice.
After giving effect to the payment of the Dividend, repurchases of 1,759,570
Common Shares since December 31, 1998 and the previously announced 1999 sales by
the Company of its interest in Caja de Ahorro y Seguro S.A., its Russian joint
venture with PepsiCo, Inc. and The Sperry & Hutchinson
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Company, Inc., the Company's consolidated shareholders' equity at December 31,
1998 would have been approximately $1.2 billion.
Payment of the Dividend and any subsequent dividend will require the Company to
make an offer to purchase all of its 8-1/4% Senior Subordinated Debentures due
2005 and its 7- 7/8% Senior Subordinated Debentures due 2006, outstanding in the
aggregate principal amount of $235,000,000, at a purchase price of 101% of
principal, plus accrued and unpaid interest thereon pursuant to the terms of the
indentures governing these Debentures. These offers are required to be made
within five business days after the payment of the Dividend and any subsequent
dividend, unless the terms of these Debentures can be modified on terms that are
acceptable to the Company.
Leucadia National Corporation is a holding company for its consolidated
subsidiaries engaged in life insurance (through Charter National Life Insurance
Company and Intramerica Life Insurance Company), property and casualty insurance
(through Empire Insurance Company and Allcity Insurance Company), manufacturing
(through its Plastics Division) and banking and lending (principally through
American Investment Bank, N.A.). The Company also currently has equity interests
of more than 5% in the following domestic public companies: Carmike Cinemas,
Inc. (6% of Class A Shares), GFSI Holdings, Inc. (6%), Jordan Industries, Inc.
(10%), Jordan Telecommunications Products, Inc. (10%) and MK Gold Company (46%).
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