Safeco Corp - Current report filing (8-K)
19 Setembro 2008 - 6:10PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
AND EXCHANGE ACT OF 1934
September
19, 2008
(September
15, 2008)
DATE
OF REPORT
(DATE
OF EARLIEST EVENT REPORTED)
(EXACT
NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
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Washington
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001-6563
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91-0742146
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(STATE
OR OTHER JURISDICTION
OF
INCORPORATION)
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(COMMISSION
FILE NO.)
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(IRS
EMPLOYER
IDENTIFICATION
NO.)
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Safeco
Plana, 1001 Fourth Avenue, Seattle, Washington 98154
(ADDRESS
OF PRINCIPAL EXECUTIVE OFFICES, INCLUDING ZIP CODE)
(206)
545-5000
(REGISTRANT’S
TELEPHONE NUMBER, INCLUDING AREA CODE)
NOT
APPLICABLE
(FORMER
NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
1.02
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Termination
of a Material Definitive Agreement
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On
September 15, 2008, in connection with the proposed acquisition of Safeco
Corporation (the “Company”) by Liberty Mutual Insurance Company (“Liberty
Mutual”), the Company terminated its Credit Agreement, dated as of March
31, 2005, by and among the Company, the Lenders party thereto and J.P.
Morgan Chase Bank, N.A., as Administrative Agent, Swing Line Lender and L/C
Issuer, as amended by Amendment No. 1 thereto, dated as of
October 29, 2007. Liberty Mutual’s proposed acquisition of the
Company is pursuant to the Agreement and Plan of Merger, dated as of April 23,
2008, by and among Liberty Mutual, Big Apple Merger Corporation and the
Company. The Company’s acquisition by Liberty Mutual is scheduled to
close on Monday, September 22, 2008.
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.
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Safeco
Corporation
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Registrant
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Dated:
September 19, 2008
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/s/ Neal A.
Fuller
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Neal
A. Fuller
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Senior
Vice President Finance, Treasurer
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