1
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):
January 2, 1997
CRA HOLDINGS INC.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 1-5599 54-0698116
- --------------------------------------------------------------------------------
(State or other (Commission (I.R.S. Employer
jurisdiction) File Number) Identification No.)
2016 North Pitcher Street, Kalamazoo, Michigan 49007
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (616) 343-6121
Great Dane Holdings Inc.
- --------------------------------------------------------------------------------
(Former name and former address, if changed since last report)
2
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
(a) On January 2, 1997, all of the assets of each of Great
Dane Trailers, Inc. ("GDT"), a Georgia corporation and a wholly-owned
direct subsidiary of the Registrant, Great Dane Trailers Tennessee,
Inc. ("GDTT"), a Tennessee corporation and a wholly-owned indirect
subsidiary of the Registrant, and Great Dane Los Angeles, Inc.
("GDLA"), a Georgia corporation and a wholly-owned indirect subsidiary
of the Registrant, engaged in the business of designing, manufacturing
and distributing a full line of truck trailers and intermodal
containers and chassis, was purchased by Great Dane Limited
Partnership, pursuant to the Asset Purchase Agreement attached hereto
as Exhibit 2.1 (the "Asset Purchase Agreement"). As consideration
therefor, GDT, GDTT and GDLA received $240,180,123.13, net of
transaction expenses. GDT received 97% of such consideration, GDTT
received 2% of such consideration and GDLA received 1% of such
consideration. The amount of such cash consideration is subject to
adjustment pursuant to the Asset Purchase Agreement.
ITEM 5. OTHER EVENTS
On January 6, 1997, the Registrant changed its name from Great
Dane Holdings Inc. to CRA Holdings Inc.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) None
(b) Financial statements required pursuant to this item and
the requirements of the Securities and Exchange Act of 1934 will be
filed by amendment to this form within sixty days after the date on
which this form must be filed as permitted by Item 7(b)(2) of Form 8-K.
(c) List of Exhibits
Exhibit 2.1. Asset Purchase Agreement dated December 20, 1996
by and between Great Dane Trailers, Inc., Great Dane Trailers
Tennessee, Inc., Great Dane Trailers Los Angeles, Inc., Great
Dane Holdings, Inc. and Great Dane Limited Partnership. The
Exhibits and the Disclosure Schedule to this document have not
been filed herewith; Registrant agrees to furnish
supplementally such Exhibits and Disclosure Schedule to the
Securities and Exchange Commission upon its request.
Exhibit 2.2. Asset Purchase Agreement Amendment dated as of
December 31, 1996 to the Asset Purchase Agreement attached
hereto as Exhibit 2.1. The Exhibits to this document have
not been filed herewith; Registrant agrees to furnish
supplementally such Exhibits to the Securities and Exchange
Commission upon request.
3
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.
CRA HOLDINGS INC.
Date: January 15, 1997 By: /s/ Scott C. Dunn
---------------------------
Name: Scott C. Dunn
Title: Vice President
4
EXHIBIT INDEX
================================================================================
EXHIBIT PAGE
- --------------------------------------------------------------------------------
Exhibit 2.1. Asset Purchase Agreement dated December 20,
1996 by and between Great Dane Trailers, Inc.,
Great Dane Trailers Tennessee, Inc., Great Dane
Trailers Los Angeles, Inc., Great Dane
Holdings, Inc. and Great Dane Limited
Partnership. The Exhibits and the Disclosure
Schedule to this document have not been filed
herewith; Registrant agrees to furnish
supplementally such Exhibits and Disclosure
Schedule to the Securities and Exchange
Commission upon its request.
- --------------------------------------------------------------------------------
Exhibit 2.2 Asset Purchase Agreement Amendment dated as of
December 31, 1996 to the Asset Purchase
Agreement attached hereto as Exhibit 2.1.
The Exhibits to this document have not been
filed herewith; Registrant agrees to furnish
supplementally such Exhibits to the Securities
and Exchange Commission upon its request.
================================================================================