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
Date of Report (Date of earliest event reported): April 26, 1996
Champion Enterprises, Inc.
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(Exact name of registrant as specified in its charter)
Michigan
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(State or other jurisdiction of incorporation)
1-9751 38-2743168
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(Commission File Number) (IRS Employer Identification No.)
2701 University Drive, Suite 320, Auburn Hills, Michigan 48326
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (810)340-9090
Item 2. Acquisition or Disposition of Assets.
On April 26, 1996 HLI Acquisition Corp. ("HLI Acquisition"),
a wholly-owned subsidiary of Champion Enterprises, Inc. (the
"Company"), acquired all the outstanding common stock of Homes of
Legend, Inc. and purchased substantially all of the assets and
assumed certain liabilities of Legend Realty, Inc., a related
party. Homes of Legend, Inc. and Legend Realty, Inc. are
collectively referred to herein as the "Legend Companies." In
connection with the transaction, HLI Acquisition changed its name
to Homes of Legend, Inc. The acquisitions were completed pursuant
to the Stock and Asset Purchase Agreement, dated as of April 3,
1996, by and among the Company, HLI Acquisition Corp., Legend
Realty, Inc., Homes of Legend, Inc., and the shareholders of
Homes of Legend, Inc. The Stock and Asset Purchase Agreement (the
"Purchase Agreement") is attached hereto as Exhibit 2.1.
The combined cash purchase price for this transaction is $26
million, subject to adjustments as set forth in the Purchase
Agreement, which will be financed from available cash and bank
borrowings under the Registrant's revolving credit facility with
Comerica Bank. The acquired assets were used by the Legend
Companies to manufacture and assemble manufactured housing. The
Company expects to continue to operate the acquired business and
use the acquired assets as they had been prior to the purchase.
Prior to the execution of the Purchase Agreement, there was
no material relationship between the Company and the Legend
Companies or between any officers or directors of the Company and
the officers, directors or shareholders of the Legend Companies.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired
It is impractical at this time to provide financial
statements of the businesses acquired. Financial statements of
the businesses acquired will be filed within sixty (60) days.
(b) Pro Forma Financial Information
It is impractical at this time to provide pro forma
financial information. Pro forma financial information will be
filed within sixty (60) days.
Exhibit
Number
2.1 Stock and Asset Purchase Agreement, dated April 3,
1996, by and among Champion Enterprises, Inc., HLI
Acquisition Corp., Legend Realty, Inc., Homes of
Legend, Inc., and the shareholders of Homes of
Legend, Inc., omitting exhibits and schedules.
The Registrant agrees to furnish a copy of any
omitted exhibit or schedule to the Commission upon
request.
99.1 Press Release issued April 29, 1996.
99.2 Press Release issued April 4, 1996, filed as
Exhibit 99.1 to the Registrant's Current Report on
Form 8-K dated April 4, 1996 and incorporated
herein by reference.
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.
CHAMPION ENTERPRISES, INC.
/S/ A. JACQUELINE DOUT
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A. Jacqueline Dout
Executive Vice President
and Chief Financial Officer
May 10, 1996
INDEX TO EXHIBITS
Exhibit No. Description
2.1 Stock and Asset Purchase Agreement, dated April 3,
1996, by and among Champion Enterprises, Inc., HLI
Acquisition Corp., Legend Realty, Inc., Homes of
Legend, Inc., and the shareholders of Homes of
Legend, Inc., omitting exhibits and schedules.
The Registrant agrees to furnish a copy of any
omitted exhibit or schedule to the Commission upon
request.
99.1 Press Release issued April 29, 1996.
99.2 Press Release issued April 4, 1996,
filed as Exhibit 99.1 to the
Registrant's Current Report on Form 8-K
dated April 4, 1996 and incorporated
herein by reference.