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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
Date of Report (Date of Earliest event reported): November 30, 1998
TRANSWESTERN HOLDINGS L.P.
(Exact name of registrant as specified in its charter)
DELAWARE 333-42117 33-0560667
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(State or other jurisdiction (Commission File (I.R.S. Employer
of incorporation) Number) Identification Number)
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8344 CLAIREMONT MESA BOUVELVARD 92111
SAN DIEGO, CALIFORNIA (Zip Code)
(Address of principal executive offices)
(619) 467-2800
(Registrant's telephone number, including area code)
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Item 2. Acquisition or Disposition of Assets.
On November 30, 1998, TransWestern Publishing Company LLC (the
"Company"), a wholly-owned subsidiary of TransWestern Holdings, L.P., acquired
four directories in Michigan from Universal Phone Books, Inc. for cash of
approximately $13.9 million, which was funded with borrowings under the
Company's revolving credit facility, and a $2.0 million promissory note due in
18 months. In connection with the acquisition, the Company also assumed certain
liabilities of Universal totaling approximately $0.4 million. The acquisition
will be accounted for as a purchase and accordingly the purchase price will be
allocated to the tangible and intangible assets acquired based on their
respective fair values at the date of acquisition.
Item 7. Financial Statements and Exhibits
The Company will file the required financial statements for the assets acquired
and pro forma financial information no later than 60 days after this report must
be filed.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on December 15, 1998 on
its behalf by the undersigned thereunto duly authorized.
TRANSWESTERN HOLDINGS, L.P.
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(Registrant)
BY:TRANSWESTERN COMMUNICATIONS COMPANY, INC.
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(General Partner)
DATE: December 15, 1998 BY: /s/Joan M. Fiorito
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Name: Joan M. Fiorito
Title: Vice President, Chief Financial Officer
(Principal Financial and Accounting Officer)
EXHIBIT INDEX
Exhibit Number Description of Exhibit
2.1 Asset Purchase Agreement dated as of November 20, 1998, between TransWestern
Publishing Company LLC and Universal Phone Books, Inc.