SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. FORM 8-K CURRENT REPORT Pursuant to Section 13 of 15(d) of the Securities Exchange Act of 1934 March 1, 1996 ------------------------------------------------ Date of Report (date of earliest event reported) CONTOUR MEDICAL, INC. ---------------------------------------------------- Exact name of Registrant as Specified in its Charter Nevada 33-19938-LA 77-0163521 - --------------------------- --------------- --------------------------- State or Other Jurisdiction Commission File IRS Employer Identification of Incorporation Number Number 3340 Scherer Drive, St. Petersburg, Florida 33716 ---------------------------------------------------------- Address of Principal Executive Offices, Including Zip Code (813) 572-0089 -------------------------------------------------- Registrant's Telephone Number, Including Area Code ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS. On March 1, 1996, Contour Medical, Inc. acquired AmeriDyne Corporation ("Ameridyne") through a merger with a newly formed, wholly-owned subsidiary of the Company. The Company issued 352,018 shares of its Common Stock and paid $250,000 to Scott F. Lockridge, the sole shareholder of AmeriDyne, for his shares of AmeriDyne in the merger. The cash used in this transaction came from the Company's working capital. Ameridyne is a bulk medical supply company based in Jackson, Tennessee which has annual sales of approximately $10 million. Scott F. Lockridge will continue to serve as the President of AmeriDyne which will opeate as a wholly-owned subsidiary of the Company. The shares issued to Mr. Lockridge in the merger represent approximately 7.1% of the shares of the Company's Common Stock now outstanding. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (a) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED. The financial statements reuqired by Rule 3-05(b) of Regulation S-X are not yet available and will be filed by amendment on or before May 16, 1996. (b) PRO FORMA FINANCIAL INFORMATION. The pro forma financial information required by Article 11 of Regulation S-X is not yet available, and will be filed by amendment on or before May 16, 1996. (c) EXHIBITS. Exhibit 10. Agreement and Plan of Merger by and Among Contour Medical, Inc., Contour Merger Sub, Inc., Scott F.Lockridge and AmeriDyne Corporation 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. CONTOUR MEDICAL, INC. Dated: March 13, 1996 By /s/ Gerald J. Flanagan ------------------------------------ Gerald J. Flanagan, President