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 30, 1997 (June 17,
1997)
HON INDUSTRIES Inc.
(Exact name of registrant as specified in its charter)
Iowa 0-2648 42-0617510
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification Number)
incorporation)
414 East Third Street 52761-7109
P.O. Box 1109 (Zip Code)
Muscatine, IA
(Address of principal executive office)
(319)264-7400
(Registrant's telephone number, including area code)
Item 2. Acquisition or Disposition of Assets.
On June 17, 1997, HON INDUSTRIES Inc. ("HON") consummated the purchase of all
of the outstanding shares of Allsteel Inc. ("Allsteel") from ACI America
Holdings Inc. ("ACI"), a subsidiary of BTR plc, for a purchase price of
$66,000,000 in cash. The terms of the transaction were determined in arms-
length negotiations. The source of funds for the purchase was borrowings
under a revolving credit facility with Bankers Trust Company of New York
and a syndicate of other banks. Like HON, Allsteel is engaged in the
manufacture and marketing of office furniture. Allsteel's manufacturing and
distribution facilities are located in Jackson and Milan, Tennessee; Verona,
Mississippi; and West Hazelton, Pennsylvania.
HON will account for the transaction under the purchase method. Accordingly,
the accounts and transactions of Allsteel will be included in the consolidated
financial statement of HON from date of acquisition.
On June 18, 1997, HON issued a press release relating to the purchase, the
text of which is filed as Exhibit 99.1 to this Current Report on Form 8-K and
incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial statements of business acquired.
The acquired business does not meet the 20% significant subsidiary
tests required for financial statement reporting; therefore, no
financial statement information is required to be filed with this
Current Report on Form 8-K.
(b) Pro forma financial information.
The acquired business does not meet the 20% significant subsidiary
tests required for pro forma financial reporting; therefore, no pro
forma financial information is required to be filed with this Current
Report on Form 8-K.
(c) Exhibits.
2.1 Stock Purchase Agreement between HON INDUSTRIES Inc. and ACI
America Holdings Inc. dated May 12, 1997. Exhibits 2.3 "Parent
Guaranty" by BTR plc and 9.8 "Assignment and Assumption
Agreement" between Allsteel Inc. and ACI America Holdings Inc.
and Schedules to the Purchase Agreement have been omitted but
will be furnished supplementally to the Securities and Exchange
Commission upon request.
99.1 Text of press release dated June 18, 1997.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, HON has
duly caused this Current Report on Form 8-K to be signed on its behalf by the
undersigned thereunto duly authorized.
HON INDUSTRIES Inc.
By: /s/David C. Stuebe
-----------------------
David C. Stuebe
Vice President and
Chief Financial officer
Date: June 30, 1997
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