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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 3, 2000
OXFORD AUTOMOTIVE, INC.
(Exact name of Registrant as specified in its charter)
Michigan 333-75849 38-3262809
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
1250 Stephenson Highway
Troy, Michigan 48083
(Address of principal executive offices)
Registrant's telephone number, including area code: (248) 577-1400
N/A
(Former Name or Former Address, if Changed Since Last Report)
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Item 2. ACQUISITION OR DISPOSITION OF ASSETS
On April 3, 2000 (the "Closing Date") pursuant to a purchase and sale agreement,
dated as of February 5, 2000 (the "Purchase Agreement"), among Oxford Automotive
France SAS, a wholly-owned indirect subsidiary of Oxford Automotive, Inc. (the
"Registrant") and Agostino Gessaroli, Irene Salezzi, Denis Gessaroli, Luana
Gessaroli, Officine Meccaniche Gessaroli S.p.A., and Gess.car di Gessaroli
Agostino & C. S.a.s. (collectively, "Sellers") the Registrant acquired the
manufacturing operations of Group Gessaroli (the "Gessaroli Group") from
Sellers. The purchase price was ITL 24.0 billion plus up to ITL 5.3 billion for
the payment of income taxes and repayment or assumption of debt (approximately
$14.5 million in total as of April 3, 2000), subject to a Closing Date net asset
adjustment, if applicable. On the Closing Date, ITL 21.6 billion of the total
purchase price was paid to Sellers and ITL 2.4 billion was held back, pending
any applicable purchase price adjustment or indemnification claim.
The consideration provided for in the Purchase Agreement for the Gessaroli Group
was determined by the Registrant after a complete review of the business and
negotiations between representatives of the Registrant and Sellers. The
acquisition of the Gessaroli Group was financed from the Registrant's available
working capital sources.
The Gessaroli Group's integrated manufacturing operations cover all functions of
design, engineering, die and mold construction, parts production and assembly
for its metal formed components, modules and injection molded products. The
Registrant intends to continue and expand the current operations of the
Gessaroli Group.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Financial Statements of Businesses Acquired.
Financial Statements will be filed by amendment pursuant to
Item 7(a)(4) on or prior to June 17, 2000
(b) Pro Forma Financial Information.
Pro Forma Financial Information will be filed by amendment
pursuant to Item 7(b)(2) on or prior to June 17, 2000
(c) Exhibits. A list of Exhibits included as part of this report
is set forth in the Exhibit Index which immediately precedes
such exhibits and is incorporated herein by reference.
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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 thereunto duly authorized.
OXFORD AUTOMOTIVE, INC.
/s/ AURELIAN BUKATKO
Aurelian Bukatko,
Senior Vice President and Chief Financial Officer
Dated: April 17, 2000
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EXHIBIT INDEX
Ex. No. Description
2.1 Purchase Agreement, dated as of February 5, 2000, among Oxford
Automotive France SAS, a wholly-owned indirect subsidiary of
Oxford Automotive, Inc. and Agostino Gessaroli, Irene Salezzi,
Denis Gessaroli, Luana Gessaroli, Officine Meccaniche
Gessaroli S.p.A., and Gess.car di Gessaroli Agostino & C.
S.a.s. The Purchase Agreement does not contain certain
exhibits and schedules which are described in the Purchase
Agreement. The Registrant will furnish a copy of the omitted
material to the Commission upon request.