SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) June 27, 2000
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CLARK Material Handling Company
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(Exact Name of Registrant as Specified in Charter)
Delaware 333-18957 61-1312827
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State or Other Jurisdiction (Commission File (IRS Employer
of Incorporation) Number) Identification No.)
172 Trade Street, Lexington, Kentucky 40511
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (859) 288-1200
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(Former Name or Address, if Changed Since Last Report)
(Page 1 of 5 Pages)
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
On June 27, 2000, the United States Bankruptcy Court for the District
of Delaware (the "Court") entered a final debtor-in-possession financing order
authorizing CLARK Material Handling Company ("CLARK") and its affiliated debtor
company, Blue Giant Corporation ("Blue Giant"), to obtain financing from
Congress Financial Corporation up to an aggregate amount equal to $45,000,000
(the "DIP Loans"), subject to certain limitations on availability based upon a
borrowing base formula. The DIP Loans are comprised of a revolving credit
facility and a term loan in the amount of $3,450,000 and mature on December 31,
2007. Interest is payable on the revolving credit facility at a fluctuating rate
based on either LIBOR or the prime rate plus a spread, and on the term loan at
the prime rate plus 1% per annum. The DIP Loans are secured by all assets of
CLARK and Blue Giant, and each of CLARK and Blue Giant has guaranteed the
repayment of the DIP Loans.
Also on June 27, 2000, the Court authorized CLARK to transition certain
of its manufacturing operations to two of its wholly-owned subsidiaries, CLARK
Material Handling GmbH ("CLARK Germany") in Mulheim, Germany, and CLARK Material
Handling Asia, Inc. ("CLARK Asia") in Changwon, Korea. Under this transition
plan, CLARK anticipates closing its manufacturing operations in Lexington,
Kentucky, within the next nine months, selling certain of its tooling, equipment
and parts inventory to its two overseas subsidiaries and obtaining additional
financing for its overseas subsidiaries to support the expected increase in
overseas manufacturing.
CLARK has determined that a carefully orchestrated transition of
manufacturing to CLARK Germany and CLARK Asia is essential for CLARK's overall
economic viability. CLARK believes that the transition is an important step in
the reorganization process and expects it to, among other things, eliminate
significant excess worldwide manufacturing capacity.
ITEM 5. OTHER EVENTS
On June 29, 2000, CLARK issued the press release attached hereto as
Exhibit 99.1 and incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS
(c) EXHIBITS. The following exhibits are filed with this report:
EXHIBIT NUMBER DESCRIPTION
99.1 Press Release, dated June 29, 2000, issued by CLARK
Material Handling Company.
(Page 2 of 5 Pages)
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.
CLARK Material Handling Company
Date: July 12, 2000 By: /s/ Michael J. Grossman
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Name: Michael J. Grossman
Title: Vice President, Secretary
and General Counsel
(Page 3 of 5 Pages)
INDEX TO EXHIBITS
EXHIBIT NUMBER DESCRIPTION PAGE
99.1 Press Release, dated June 29, 2000, issued by CLARK Material 5
Handling Company.