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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
December 23, 1996
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Commission file number 0-22580
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JPE, INC.
(Exact name of registrant as specified in its charter)
Michigan
(State or other jurisdiction of Incorporation)
900 Victors Way, Suite 140,
Ann Arbor, MI 48108
(Address of principal executive offices, including zip code)
38-2958730
(IRS Employer Identification No.)
(313) 662-2323
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
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ITEM 2 ACQUISITION OR DISPOSITION OF ASSETS
On December 23, 1996 (the "Closing Date"), JPE Canada Inc. (the "Company"), a
wholly-owned subsidiary of JPE, Inc. (the "Registrant"), acquired substantially
all of the assets used in the business of Pebra Inc. ("Pebra") from Pebra
pursuant to an Agreement of Purchase and Sale (such Agreement is filed as an
exhibit to this report). Total consideration of $29.9 million consisted of cash.
A portion ($912 thousand) of the consideration has been placed in an escrow
account pending the audit of the inventory as of the Closing Date. The final
purchase price will be increased or decreased based on the changes in the
inventory of Pebra from the estimated inventory value used for purposes of
calculating the purchase price for closing. Funds used to finance the
transaction were provided by the Bank of Nova Scotia pursuant to a Loan
Agreement with the Company.
Pebra was a privately-held corporation, primarily engaged in manufacturing
plastic injection-molded fascias, rocker panels and body-side moldings for the
original equipment automotive and light truck industries. The Company intends to
continue to use the purchased assets in conducting substantially the same
business. Prior to the acquisition, there were no relationships between Pebra
and the Company, any of the Company's affiliates, any director or officer of the
Company, or any associates of any of the Company's officers or directors.
ITEM 7 FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(A) and (B) Financial Statements, Pro Forma Financial Information
The Financial Statements and Pro Forma Financial Information of the business
acquired as described in Item 2 above and required by this Item are not filed
herewith because they are currently unavailable to the Company. The Company
intends to file such Financial Statements and Pro Forma Financial Information
under cover of Form 8-K/A, as soon as practicable, but not later than March 7,
1997.
(C) Exhibits
2. Agreement of Purchase and Sale dated November 15, 1996 among JPE Canada
Inc. and Pebra Inc., and Indices to Schedules and Exhibits to such Agreement.
Registrant agrees to furnish supplementally a copy of any omitted schedule or
exhibit to the Commission upon request.
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.
JPE, INC.
Date: January 6, 1997 /s/ James J. Fahrner
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James J. Fahrner
Vice President, Chief Financial Officer
and Treasurer
EXHIBIT INDEX
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EXHIBIT
NUMBER DESCRIPTION
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2 Agreement of Purchase and Sale
dated November 15, 1996 between
JPE Canada Inc. and Pebra Inc., and
Indices to Schedules and Exhibits