Harbinger Group Inc.
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SEC Filings

8-K
HRG GROUP, INC. filed this Form 8-K on 12/20/1995
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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): December 15, 1995

                              ZAPATA CORPORATION
            (Exact name of registrant as specified in its charter)

          Delaware                  I-4219                     C-74-1339132    
(State of other jurisdiction      (Commission                (I.R.S. Employer  
      of incorporation)          File Number)               Identification No.) 

                        1717 St. James Place, Suite 500
                              Houston, Texas 77056
             (Address of principal executive offices and zip code)

      Registrant's telephone number, including area code: (713) 940-6100

                                    Page 1
                                                  
                                                  


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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.

    On December 15, 1995, Zapata Corporation, a Delaware corporation (the 
"Company"), closed the previously announced sale of its natural gas compression 
business conducted by its two wholly subsidiaries, Energy Industries, Inc. and 
Zapata Energy Industries, L.P. (collectively, "Energy Industries"), to 
Weatherford Enterra, Inc. ("Weatherford Enterra"). The consideration received 
by the Company in connection with the sale was approximately $131 million in 
cash and the assumption of certain current liabilities of Energy Industries by 
Weatherford Enterra. The cash portion of the consideration represented a 
purchase price of $130 million, as adjusted by a closing date net asset 
adjustment provided for in the purchase agreement relating to the sale, and is 
subject to final post-closing adjustments. The sale was approved by the 
Company's stockholders on December 15, 1995.

    A copy of the press release dated December 18, 1995 issued by the Company 
and Weatherford Enterra relating to the closing of the sale is attached as 
Exhibit 99 hereto and is incorporated herein by reference.


ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

    (b) PRO FORMA FINANCIAL INFORMATION

        The financial information set forth in "Unaudited Pro Forma Consolidated
    Financial Statements" is incorporated by reference from pages 20 through 25
    of the Company's Proxy Statement dated November 13, 1995.

    (c) EXHIBITS.

        99  Press Release dated December 18, 1995.

                                    Page 2

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                                  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.

                                   ZAPATA CORPORATION

                                   BY:  /s/ Joseph L. von Rosenberg, III
                                      -------------------------------------
                                       Joseph L. von Rosenberg, III
                                       Executive Vice President, General
                                       Counsel and Secretary

Date: December 19, 1995

                                    Page 3





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                                                                      EXHIBIT 99

NEWS RELEASE

For more information contact:

STEVE GRANT                             LAMAR McINTYRE
(713) 439-9400                          (713) 940-6100

WEATHERFORD ENTERRA, INC.               ZAPATA CORPORATION
1260 POST OAK                           1717 ST. JAMES PLACE
SUITE 1000                              SUITE 500
HOUSTON, TX 77056                       HOUSTON, TX 77056

JOINT PRESS RELEASE FOR IMMEDIATE DISTRIBUTION

                  WEATHERFORD ENTERRA AND ZAPATA CORPORATION
                    COMPLETE ENERGY INDUSTRIES TRANSACTION

    Houston, Texas December 18, 1995 -- Weatherford Enterra, Inc. (WII/NYSE) and
Zapata Corporation (ZOS/NYSE) today announced the closing of the transaction 
whereby Weatherford Enterra purchased from Zapata the assets of its Energy 
Industries gas compression division for approximately $130 million in cash and 
the assumption of certain current liabilities of an operating nature.

    Weatherford Enterra is a Houston, Texas-based diversified international 
energy service and manufacturing company that provides products and services 
around the world to the oil and gas exploration, production and transmission 
industries. Zapata is currently transforming itself from the energy business 
into food related businesses.





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