SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Form 8-K
Pursuant to Section 13 or 15(d) of the
Securities and Exchange Act of 1934
Date of Report (Date of earliest event reported): December 29, 2003
OCEAN BIO-CHEM, INC.
(Exact name of registrant as specified in charter)
Florida 2-70197 59-1564329
(State or other (Commission File Number (IRS Employer
jurisdiction Identification No.)
of Incorporation)
4041 S.W. 47 Avenue, Fort Lauderdale, Florida 33314
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: 954/587-6280
Item 2. Acquisition or Disposition of Assets
On December 23, 2003, the Registrant executed a Letter of Intent to acquire
the operating assets of Clear Cote Corporation ("Clear Cote") of St. Petersburg,
Florida. Clear Cote has conducted operations as a privately owned manufacturer
and distributor of polyester resins, epoxies and related products to the marine,
automotive and home furnishings markets since 1988. The assets to be acquired
are trade receivables, inventories, equipment, and intangibles including trade
names, trademarks, formulations, customer list, etc. The contemplated purchase
price will include a cash payment, assumption of certain trade payables, and
issuance of two (2) notes; one guaranteed and one dependent on future
profitability of the operation under the Registrant's control. The transaction
is contingent upon the results of an Acquisition Review, approval of the
Registrant's Board of Directors, obtaining acceptable bank financing, assignment
to the Registrant of Clear Cote's current facility lease, and receipt of a
favorable environmental study of the leased property. The parties anticipate
satisfactory resolution of the foregoing matters and a closing in late January
or early February, 2004.
SIGNATURES
Pursuant to the requirement of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
OCEAN BIO-CHEM, INC.
Date: December 29, 2003 By: /s/ Peter G. Dornau
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Name: Peter G. Dornau
Title: Chairman of the Board of
Directors and Chief
Executive Officer
Date: December 29, 2003 By: /s/ Edward Anchel
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Name: Edward Anchel
Title: Chief Financial Officer