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) November 15, 1995
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Intermet Corporation
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(Exact Name of Registrant as Specified in Its Charter)
Georgia
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(State or Other Jurisdiction of Incorporation)
0-13787 58-1563873
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(Commission File Number) (I.R.S. Employer Identification No.)
5445 Corporate Drive, Suite 200, Troy Michigan 48098
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(Address of Principal Executive Offices) (Zip Code)
(810) 641-1900
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(Registrant's Telephone Number, Including Area Code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
Pursuant to two agreements, (one the "BRI Agreement" and the
other, the "RFI Agreement") dated November 15, 1995, among the
Registrant, Alexander City Casting Company, Inc. (an affiliate
of Registrant; herein called "Purchaser"), Bodine-Robinson, Inc.
("BRI"), Joseph H. Robinson, Jr. ("Robinson"), and Robinson Foundry,
Inc. ("RFI"), the Purchaser purchased substantially all of the assets
used by BRI and RFI, affiliated companies ("Sellers"), in the conduct
of their aluminum castings business. The aggregate consideration
paid to BRI and RFI was $2,437,096 in cash and $3,770,249 in cash and
securities, as described below, respectively, subject to cash adjustments
based upon a final valuation of the inventory sold. In addition, Purchaser
reimbursed RFI for certain expenses. Of the aggregate consideration paid
to RFI, 300,000 shares (the "Shares") of the Registrant's $0.10 par
value per share Common Stock, valued at $3,600,000 (based upon the
last trade in The Nasdaq Stock Market on November 14, 1995) were issued
to the Seller. The cash consideration was derived from internally
generated funds.
In connection with the closing under the RFI Agreement, the
Registrant, RFI and the other signatories thereto entered into a
Registration Rights and Lock-Up Agreement (the "Rights Agreement"),
dated November 15, 1995. Under the Rights Agreement, the Registrant
shall register the Shares under certain circumstances, and in the
event that the Registrant is involved in a transaction subject to
Rule 13e-3 promulgated under the Securities Exchange Act of 1934, under
certain conditions, the Registrant shall repurchase the Shares at a
pre-agreed price from the holders thereof upon request.
In addition, Robinson entered into a Management Agreement with the
Registrant and Purchaser pursuant to which he agreed to provide certain
managerial and consulting services to Registrant, Purchaser and their
affiliates for a period of three years from the closing date,
November 15, 1995. Under the Management Agreement, the Registrant and
Purchaser shall pay Robinson, in the aggregate, $500,000 for each year
of the Management Agreement, such payments being due on January 2, of
each of 1996, 1997 and 1998.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) and (b) Because the filing of the financial statements
required by this Form 8-K is impracticable as of the
date hereof, such financial statements shall be filed by
amendment to this Form 8-K when available, but in no
event later than 60 days after this Form 8-K is
required to be filed.
(c) Exhibits
(2)(a) Agreement for Purchase and Sale of Assets
of Bodine-Robinson, Inc. among Intermet Corporation,
Alexander City Casting Company, Inc., Bodine-
Robinson, Inc., Joe Robinson and Robinson Foundry,
Inc., dated November 15, 1995.
(2)(b) Agreement for Purchase and Sale of Certain Assets of
Robinson Foundry, Inc. among Intermet Corporation,
Alexander City Casting Company, Inc., Bodine-Robinson,
Inc., Joe Robinson and Robinson Foundry, Inc., dated
November 15, 1995.
(2)(c) Management Agreement among Joe Robinson, Intermet
Corporation and Alexander City Casting Company, Inc.,
dated November 15, 1995.
(2)(d) Registration Rights Agreement between Intermet
Corporation and Robinson Foundry, Inc., dated
November 15, 1995.
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.
INTERMET CORPORATION
By: /s/ Doretha J. Christoph
Date: November 30, 1995 Doretha J. Christoph
Vice President - Finance
(Principal Financial Officer)