SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): July 31, 1998
PRODUCTION RESOURCE GROUP, L.L.C.
(Exact name of Registrant as Specified in its Charter)
Delaware 333-46235 14-1786937
(State or other Jurisdiction (Commission File Number) (IRS Employer
of Formation) Identification No.)
539 Temple Hill Road, New Windsor, New York 12553
(Address of Principal Executive Offices) (Zip Code)
(914) 567-5700
(Registrant's Telephone Number, Including Area Code)
Item 2. Acquisitions
On July 31, 1998 Production Resource Group, L.L.C. (the "Company")
acquired substantially all of the assets subject to substantially all of the
operating liabilities, of CBE Exhibits & Events, Incorporated, a Texas
corporation ("CBE"), pursuant to an Acquisition Agreement dated as of July 31,
1998 among CBE, the sole shareholder of CBE and the Company. Pursuant to the
Acquisition Agreement, in exchange for the assets CBE, the Company paid
$3,000,000 in cash to CBE and agreed to make additional payments of up to
$7,000,000 subject to the satisfaction of performance targets. The amount of
consideration paid to CBE was reached through arm's-length negotiations and was
funded through the Company's credit facility with The Bank of New York, as agent
for a syndicate of lenders. A copy of the Acquisition Agreement is attached as
Exhibit 10.11.
CBE is based in Houston, Texas and provides support services including
logistic support, booth and exhibit construction and storage to exhibitors at
trade shows and other major events. CBE will continue its business and
operations as part of the Company's event services group.
Prior to the acquisition, the ownership in CBE was held by Jeffrey
Allen Marmack.
CBE's combined revenues for its year ended December 31, 1997 were
approximately $7.8 million.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial Statements of Businesses Acquired.
(b) Pro Forma Financial Information
As of the date of this report, the financial statements and pro forma financial
information required by this item are not available. It is the Company's
intention that such financial statements and pro forma data will be filed within
60 days of the due date of this report, as required under applicable regulations
of the Securities and Exchange Commission.
(c) Exhibits
EXHIBIT INDEX
Exhibit No. Document Description
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10.11 Acquisition Agreement dated July 31, 1998 among CBE Exhibits & Events,
Incorporated, Jeffrey Allen Marmack and the Company.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report on Form 8-K, to be signed on its behalf
by the undersigned hereunto duly authorized.
PRODUCTION RESOURCE GROUP, L.L.C.
(Registrant)
Date: August 10, 1998 By: /s/ Robert A. Manners
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Robert A. Manners
Senior Vice President & General Counsel