SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report: September 9, 1999
(Date of Earliest Event Reported)
MACE SECURITY INTERNATIONAL, INC.
(Exact name of Registrant as Specified in its Charter)
Delaware
(State of Incorporation)
0-22810
(Commission File Number)
03-0311630
(IRS Employer Identification No.)
1000 Crawford Place, Suite 400, Mount Laurel, New Jersey 08054
(Address of Principal Executive Offices)
(856) 778-2300
(Registrant's Telephone Number)
Item 1. Not Applicable.
Item 2. Acquisition of Eager Beaver Car Wash, Inc.
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On September 9, 1999, Mace Security International, Inc., a Delaware
corporation (the "Company" or "Registrant"), acquired all of the outstanding
stock of Eager Beaver Car Wash, Inc. (collectively "Eager Beaver") pursuant to
the terms of a Stock Purchase Agreement (the "Agreement") dated June 21, 1999,
by and between the Registrant on one hand, and Ken H. Bachman, Claudia Bachman,
Carolyn Schmidt, Daniel Warmbier, and Diane Warmbier (the "Sellers") on the
other hand. Pursuant to the terms and conditions of the Agreement, the
Registrant purchased all of the outstanding shares of stock of the Sellers who
are in the business of operating car wash facilities in Brandenton, Fort Myers,
Venice and Sarasota, Florida. Sellers are not affiliated with the Registrant
nor with any of the Registrant's subsidiaries. The description of the
acquisition transaction set forth herein is qualified in its entirety by
reference to the Agreement which is filed herewith as Exhibit 2.1.
At Closing, the Company delivered to Sellers 656,869 shares of the
Company's common stock having a value of $8.50 per share. No cash was paid to
the shareholders for the acquisition of the shares of the Sellers. The
acquisition is to be accounted for using the "pooling of interests" method of
accounting.
At the closing, the Registrant assumed approximately $3,818,000 of
outstanding indebtedness of Eager Beaver. The acquisition includes all of the
assets and liabilities, including the real estate, to operate the car wash
facilities. The Registrant intends to continue to use the acquired assets in
the business of operating car washes in Brandenton, Fort Myers, Venice and
Sarasota, Florida.
Items 3-6 Not Applicable.
Item 7 Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired.
It is impracticable to provide the required combined
financial statements of Eager Beaver at the time of the
filing of this report. The required financial statements of
Eager Beaver will be filed within the time period required
in accordance with applicable regulations and the
Securities and Exchange Act of 1934.
(b) Pro Forma Financial Information.
It is impracticable to provide the required pro forma
financial information of Mace Security International, Inc.
at the time of the filing of this report. The required pro
forma financial information of Mace Security International,
Inc. will be filed within the time period required
in accordance with applicable regulations and the
Securities and Exchange Act of 1934.
(c) The following Exhibits are hereby filed as part of this
Current Report on Form 8-K.
2.1 Stock Purchase Agreement dated as of June 21, 1999, by
and between Ken H. Bachman, as Trustee under the Kenneth H.
Bachman Revocable Trust under agreement dated 9/12/94,
Claudia Bachman, as Trustee under the Claudia Bachman
Revocable Trust under agreement dated 9/12/94 Carolyn
Schmidt, Daniel Warmbier, and Diane Warmbier on the one
hand, and Mace Security International, Inc. on the other
hand.
99 Press Release dated September 9, 1999.
Items 8-9. Not applicable.
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.
Date: September 24, 1999 MACE SECURITY INTERNATIONAL, INC.
By:/s/ Gregory M. Krzemien
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Gregory M. Krzemien
Chief Financial Officer and Treasurer
EXHIBIT INDEX
Exhibit Description
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No.
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2.1 Stock Purchase Agreement dated as of June 21, 1999, by and between
Ken H. Bachman, as Trustee under the Kenneth H. Bachman Revocable
Trust under agreement dated 9/12/94, Claudia Bachman, as Trustee
under the Claudia Bachman Revocable Trust under agreement dated
9/12/94 Carolyn Schmidt, Daniel Warmbier, and Diane Warmbier on the
one hand, and Mace Security International, Inc. on the other hand.
99 Press Release dated September 9, 1999.