United States
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
DECEMBER 15, 2000
(Date of earliest event reported)
PHOENIX GOLD INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
OREGON 000-25866 93-1066325
(State or other jurisdiction (Commission file (I.R.S. Employer
of incorporation or organization) Number) Identification Number)
9300 NORTH DECATUR STREET, PORTLAND, OREGON 97203
(Address of principal executive offices) (Zip code)
(503) 286-9300
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
1
PHOENIX GOLD INTERNATIONAL, INC.
FORM 8-K
DECEMBER 15, 2000
INDEX
-----
Page
----
Item 2. Acquisition or Disposition of Assets 3
Item 7. Financial Statements and Exhibits 3
SIGNATURES 4
INDEX TO EXHIBITS 5
2
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
Effective December 15, 2000, Phoenix Gold International, Inc. (the
"Company") acquired for $2.5 million in cash certain assets of AudioSource,
Inc., an unrelated, privately-held corporation based in Burlingame, California
("AudioSource"). The assets acquired included certain accounts receivable,
inventories, tangible personal property, intellectual property and other assets
used in the home theater and home audio market. No liabilities of AudioSource
were assumed by the Company. In addition, AudioSource agreed not to compete with
the Company in the home theater and home audio market for four years. The
purchase price was paid from available cash reserves and from a drawdown under
the Company's revolving line of credit.
The foregoing description of the transaction is qualified in its entirety
by reference to the Asset Purchase Agreement, a copy of which is attached hereto
as Exhibit 1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements of business acquired.
Not required.
(b) Pro forma financial information.
Not required.
(c) Exhibits.
The following exhibit is being filed herewith:
1 Asset Purchase Agreement between AudioSource, Inc. and Phoenix
Gold International, Inc., dated as of December 15, 2000.
3
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.
PHOENIX GOLD INTERNATIONAL, INC.
/s/ Joseph K. O'Brien
--------------------------------
Joseph K. O'Brien
Chief Financial Officer
(Principal Financial and Accounting Officer)
Dated: December 29, 2000
4
INDEX TO EXHIBITS
Exhibit Page
------- ----
1 Asset Purchase Agreement Between AudioSource, Inc. and
Phoenix Gold International, Inc. as of December 15, 2000 6
5