UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): June 15, 2006
ALLIANCE LAUNDRY SYSTEMS LLC
ALLIANCE LAUNDRY CORPORATION
ALLIANCE LAUNDRY HOLDINGS LLC
(Exact name of registrant as specified in its charter)
| | | | |
| DELAWARE | | 333-56857 | | 39-1927923 |
| DELAWARE | | 333-56857-01 | | 39-1928505 |
| DELAWARE | | 333-56857-02 | | 52-2055893 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
Shepard Street, P.O. Box 990
RIPON, WISCONSIN 54971-0990
(Address of Principal executive offices, including Zip Code)
(920) 748-3121
(Registrant’s telephone number, including area code)
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:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 1.01 Entry into a Material Definitive Agreement.
On June 15, 2006 Alliance Laundry Systems LLC (the “Company”) entered into an Asset Purchase Agreement (the “Purchase Agreement”) with Sankosha Engineering Co. Ltd. (“Sankosha Engineering”) pursuant to which the Company agreed to sell to Sankosha Engineering certain intellectual property (including the “AJAX®” trademark and trade name) associated with the Company’s line of AJAX® pressing and finishing equipment for $1.2 million. The Company may continue to sell pressing and finishing equipment and accessories using the AJAX® trademark or trade name until October 31, 2006, and may sell service and repair parts using the AJAX® trademark or trade name for ten years from the date of the Purchase Agreement.
On March 26, 2006 the Company filed a Current Report under Item 2.06 of Form 8-K with the SEC which report disclosed a material impairment in the value of the Company’s AJAX® trademark due to the Company’s discontinuance of the sale of AJAX® finished goods and the Company’s belief that the impairment of the AJAX® trademark would not result in any future cash expenditures. The Company recorded a $1.4 million non-cash charge for impairment in the three month period ended March 31, 2006 in connection with such discontinuance.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | | ALLIANCE LAUNDRY SYSTEMS LLC |
| | | (Registrant) |
| | |
| | | | | /s/ Thomas L’Esperance
|
Date: June 16, 2006 | | Name: | | Thomas L’Esperance |
| | | Title: | | CEO & President |
| | |
| | | | | /s/ Bruce P. Rounds
|
| | | Name: | | Bruce P. Rounds |
| | | Title: | | Vice President, Chief Financial Officer |
| |
| | | ALLIANCE LAUNDRY CORPORATION |
| | | (Registrant) |
| | |
| | | | | /s/ Thomas L’Esperance
|
Date: June 16, 2006 | | Name: | | Thomas L’Esperance |
| | | Title: | | CEO & President |
| | |
| | | | | /s/ Bruce P. Rounds
|
| | | Name: | | Bruce P. Rounds |
| | | Title: | | Vice President, Chief Financial Officer |
| |
| | | ALLIANCE LAUNDRY HOLDINGS LLC |
| | | (Registrant) |
| | |
| | | | | /s/ Thomas L’Esperance
|
Date: June 16, 2006 | | Name: | | Thomas L’Esperance |
| | | Title: | | CEO & President |
| | |
| | | | | /s/ Bruce P. Rounds
|
| | | Name: | | Bruce P. Rounds |
| | | Title: | | Vice President, Chief Financial Officer |
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