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 |
| May 28, 2004 |
| (Date of earliest event reported) |
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Protection One, Inc. |
| Protection One Alarm Monitoring, Inc. |
(Exact Name of Registrant |
| (Exact Name of Registrant |
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Delaware |
| Delaware |
(State or Other Jurisdiction |
| (State or Other Jurisdiction |
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1-12181-01 |
| 1-12181 |
(Commission File Number) |
| (Commission File Number) |
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93-1063818 |
| 93-1065479 |
(I.R.S. Employer |
| (I.R.S. Employer |
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818 S. Kansas Avenue |
| 818 S. Kansas Avenue |
(Address of Principal Executive |
| (Address of Principal Executive |
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(785) 575-1707 |
| (785) 575-1707 |
(Registrant’s Telephone Number, |
| (Registrant’s Telephone Number, |
Item 5. Other Events.
On May 28, 2004, Protection One, Inc. (the “Company”) reached an agreement to further extend the standstill agreements among the Company, Protection One Alarm Monitoring, Inc., Network Multi-Family Security Corporation, POI Acquisition, L.L.C., POI Acquisition I, Inc. and Quadrangle Master Funding Ltd. The terms of the new extensions require the applicable Quadrangle Group LLC affiliate(s), under certain conditions, to continue to forbear until June 8, 2004 from (i) exercising any rights and taking any enforcement and collection actions as a result of the occurrence of specified defaults under the revolving credit facility and (ii) exercising any rights to which such affiliate is entitled as a result of its equity ownership in the Company. Thereafter, the term of the standstill agreements shall be automatically extended for three consecutive one week periods unless the Quadrangle Group LLC affiliate(s) deliver a written notice to the Company.
A copy of the press release relating to the matter described above is attached hereto as Exhibit 99.1. The extension agreements are attached hereto as Exhibits 10.1 and 10.2, respectively.
Item 7. Financial Statements and Exhibits.
(c) Exhibits:
Exhibit 10.1 |
| Agreement to extend credit facility standstill, dated May 28, 2004, among Protection One, Inc., Protection One Alarm Monitoring, Inc., Network Multi-Family Security Corporation, POI Acquisition, L.L.C. and Quadrangle Master Funding Ltd. |
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Exhibit 10.2 |
| Agreement to extend equity standstill, dated May 28, 2004, between Protection One, Inc. and POI Acquisition I, Inc. |
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Exhibit 99.1 |
| Press Release, dated June 2, 2004. |
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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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| PROTECTION ONE, INC. |
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Date: June 2, 2004 |
| By: | /s/ Darius G. Nevin |
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| Name: Darius G. Nevin |
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| Title: Executive Vice President and |
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| PROTECTION ONE ALARM |
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Date: June 2, 2004 |
| By: | /s/ Darius G. Nevin |
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| Name: Darius G. Nevin |
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| Title: Executive Vice President and |
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