SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K/A
AMENDMENT NO. 2
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) September 23, 2003
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ZAPATA CORPORATION
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(Exact Name of Registrant as Specified in Its Charter)
Nevada
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(State or Other Jurisdiction of Incorporation)
1-4219 74-1339132
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(Commission File Number) (IRS Employer Identification No.)
100 Meridian Centre, Suite 350, Rochester, New York 14618
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(Address of Principal Executive Offices) (Zip Code)
(585) 242-2000
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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)
Page 1 of 11
INFORMATION TO BE INCLUDED IN THE REPORT
On September 23, 2003, Zapata Corporation (the "Registrant") acquired
2,663,905 shares of common stock of Safety Components International Inc. (OTCBB:
"SAFY") in privately negotiated transactions for $30.9 million, including
brokerage commissions. On October 7, 2003, the Registrant acquired an additional
1,498,489 shares of common stock of Safety Components in privately negotiated
transactions for $16.9 million, including brokerage commissions.
The Registrant hereby amends its Report on Form 8-K, filed on September
29, 2003, as amended by Amendment No. 1 filed on October 9, 2003, to update its
report of these acquisitions and file the financial statements and pro forma
financial information required by Item 7 of Form 8-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of Businesses Acquired.
The financial statements of Safety Components required to be filed
are incorporated by reference to the financial statements of Safety
Components set forth at pages F-2 to F-27 of its Annual Report on
Form 10-K for the fiscal year ended March 29, 2003 and pages 3 to 14
of its Quarterly Report on Form 10-Q for the quarterly period ended
September 27, 2003 which are included herewith as Exhibit 99.6.
(b) Pro Forma Financial Information.
The pro forma financial information required to be filed is attached
hereto as Exhibit 99.7.
(c) Exhibits.
Exhibit No. Description
----------- -----------
23.1 Consent of Deloitte & Touche LLP, (relates to financial
statements of Safety Components International, Inc.)
99.1 Press Release issued by Zapata Corporation dated September 29,
2003*
99.2 Schedule 13D filed by Zapata Corporation in connection with
its holdings in Safety Components International, Inc.*
99.3 Press Release issued by Zapata Corporation dated October 6,
2003*
99.4 Schedule 13D Amendment No. 1 filed by Zapata Corporation in
connection with its holdings in Safety Components
International, Inc.*
99.5 Schedule 13D Amendment No. 2 filed by Zapata Corporation in
connection with its holdings in Safety Components
International, Inc.*
99.6 Consolidated Financial Statements of Safety Components
International, Inc. (incorporated by reference to pages F-2 to
F-27 of the Safety Components International, Inc. Annual
Report on Form 10-K for the fiscal year ended March 29, 2003
(File No. 0-23938, filed June 25, 2003); and Unaudited
Condensed Consolidated Financial Statements of Safety
Components International, Inc. (incorporated by reference to
pages 3 to 14 of the Safety Components International, Inc.
Quarterly Report on Form 10-Q for the quarterly period ended
September 27, 2003 (File No. 0-23938) filed November 3, 2003).
99.7 Pro Forma Financial Information related to Zapata
Corporation's acquisition of Safety Components International
Inc.
* Previously filed
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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
Date: December 5, 2003 By: /s/ Leonard DiSalvo
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Name: Leonard DiSalvo
Title: Vice President - Finance and CFO
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EXHIBIT INDEX
Exhibit No. Description
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23.1 Consent of Deloitte & Touche LLP, (relates to financial
statements of Safety Components International, Inc.)
99.1 Press Release issued by Zapata Corporation dated September 29,
2003*
99.2 Schedule 13D filed by Zapata Corporation in connection with
its holdings in Safety Components International, Inc.*
99.3 Press Release issued by Zapata Corporation dated October 6,
2003*
99.4 Schedule 13D Amendment No. 1 filed by Zapata Corporation in
connection with its holdings in Safety Components
International, Inc.*
99.5 Schedule 13D Amendment No. 2 filed by Zapata Corporation in
connection with its holdings in Safety Components
International, Inc.*
99.6 Consolidated Financial Statements of Safety Components
International, Inc. (incorporated by reference to pages F-2 to
F-27 of the Safety Components International, Inc. Annual
Report on Form 10-K for the fiscal year ended March 29, 2003
(File No. 0-23938) filed June 25, 2003); and Unaudited
Condensed Consolidated Financial Statements of Safety
Components International, Inc. (incorporated by reference to
pages 3 to 14 of the Safety Components International, Inc.
Quarterly Report on Form 10-Q for the quarterly period ended
September 27, 2003 (File No. 0-23938, filed November 3, 2003).
99.7 Pro Forma Financial Information related to Zapata
Corporation's acquisition of Safety Components International
Inc.
* Previously filed
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