The Andersons Form 8-K/A

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Mbz6RkDcpunoeslkYUMha/NJtgL9VBdq4WWEHsNy53uNTIGTZ3tvhrf5yAn1RTCC qnAGG0lPnbAwATBGJ1T/Aw== 0000950152-04-003249.txt : 20040427 0000950152-04-003249.hdr.sgml : 20040427 20040427150812 ACCESSION NUMBER: 0000950152-04-003249 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040212 ITEM INFORMATION: Acquisition or disposition of assets FILED AS OF DATE: 20040427 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ANDERSONS INC CENTRAL INDEX KEY: 0000821026 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-FARM PRODUCT RAW MATERIALS [5150] IRS NUMBER: 341562374 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-20557 FILM NUMBER: 04756735 BUSINESS ADDRESS: STREET 1: 480 W DUSSEL DR CITY: MAUMEE STATE: OH ZIP: 43537 BUSINESS PHONE: 4198935050 MAIL ADDRESS: STREET 1: 480 W DUSSEL DR CITY: MAUMEE STATE: OH ZIP: 43537 FORMER COMPANY: FORMER CONFORMED NAME: ANDERSONS MANAGEMENT CORP DATE OF NAME CHANGE: 19931119 8-K/A 1 l07247ae8vkza.htm THE ANDERSONS FORM 8-K/A The Andersons Form 8-K/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 8-K/A

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) February 12, 2004

THE ANDERSONS, INC.
(Exact name of registrant as specified in its charter)


OHIO		34-1562374
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

480 W. Dussel Drive, Maumee, Ohio		43537
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code (419) 893-5050

Item 2: Acquisition or Disposition of Assets

As previously reported by The Andersons, Inc. (the “Company”) in a Current Report on Form 8-K filed on February 27, 2004, the Company completed its acquisition of certain railroad rolling stock and leasing assets from Railcar, Ltd. and Progress Rail Services Corp., both of which are part of Progress Energy, Inc. (NYSE:PGN) The assets were acquired for cash of approximately $82.4 million and funding was provided through the issuance of $86.4 million in non-recourse notes securitized by the acquired assets.

This Current Report on Form 8-K/A is being filed to amend the February 27, 2004 Form 8-K in which we stated that we intended to file additional financial information about the transaction as required by Item 7 of Form 8-K. An audit of the assets acquired and liabilities assumed and statement of revenue and direct expenses for the year ended December 31, 2003 was completed. The results of the audit demonstrated that the transaction’s assets and excess of direct expenses over revenue were less than 20% of the Company’s assets and pretax income from continuing operations, respectively, and financial statements are therefore not required to be filed.

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 hereunto duly authorized.


		The Andersons, Inc.


Date: April 27, 2004		By: /s/Michael J. Anderson

		Michael J. Anderson
		President and Chief Executive Officer

EXHIBIT INDEX


Exhibit Number		Exhibit

10.8*		Amended and Restated Asset Purchase Agreement by and among Progress Rail Services and related entities and Cap Acquire LLC, Cap Acquire Canada ULC and Cap Acquire Mexico S. de R.L. de C.V.
99.1*		February 12, 2004 press release announcing the completion of the transaction

*Previously filed in the Form 8-K dated February 27, 2004

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