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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)
September 30, 1997
LDM Technologies, Inc.
(Exact name of registrant as specified in its charter)
Michigan 333-21819 38-269-0171
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
2500 Executive Hills Drive, Auburn Hills, Michigan 48326
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (248) 858-2800
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Item 2. Acquisition or Disposition of Assets
On September 30, 1997 LDM Technologies, Inc., a Michigan corporation
("Registrant"), pursuant to the terms of a Stock Purchase Agreement dated
September 30, 1997 ("Agreement") filed as Exhibit 1 to this report on Form 8-K,
acquired from the various stockholders of Kenco Plastics, Inc., a Michigan
corporation, and Kenco Plastics, Inc., a Kentucky corporation (collectively,
the "Kenco Companies") all of the outstanding shares of capital stock of the
Kenco Companies (the "Kenco Acquisition"). At the same time and pursuant to
the Agreement, the Registrant purchased substantially all of the operating
assets of Narens Design & Engineering Co. ("Narens"), a Michigan corporation
("Narens Acquisition") consisting of plant, equipment and inventory.
The aggregate purchase price paid for the capital stock in the Kenco
Acquisition was $25,600,000 cash, subject to adjustment based on a closing date
balance sheet to be dated September 30, 1997, and the aggregate purchase price
paid for the assets in the Narens Acquisition was $1,900,000 cash. The funds
required for the purchase price were acquired by the Registrant under its
Senior Credit Facility with Bank America Business Credit, Inc., as agent, for
itself and a group of banks.
There was no material relationship between the stockholders of the Kenco
Companies and Narens and the Registrant or any of its affiliates, any director
or officer of the Registrant, or any associate of any such director or officer.
The Kenco Companies and Narens are engaged in the business of designing,
engineering and manufacturing blow molded plastic parts for automotive original
equipment manufacturers. The business and operations of the Kenco Companies and
Narens will be continued by the Registrant substantially as they were conducted
prior to the acquisitions.
Item 7. Financial Statements and Exhibits
(a) Financial statements of business acquired: It is
impracticable to file the required financial statements for the
acquired businesses at the time this report on Form 8-K is filed.
The Registrant will file such financial statements by an amendment
on or before December 15, 1997.
(b) Pro forma financial information: It is impracticable to file
the required pro forma financial information at the time this
report on Form 8-K is filed. The Registrant will file such pro
forma financial information by an amendment on or before December
15, 1997.
(c) Exhibits
1. Stock Purchase Agreement among Registrant and the
various stockholders of Kenco Plastics, Inc., a Michigan
corporation, and Kenco Plastics, Inc., a Kentucky corporation,
and Narens Design & Engineering Co., a Michigan corporation,
dated September 30, 1997.
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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.
LDM TECHNOLOGIES, INC.
By: Gary E. Borushko
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Gary E. Borushko
Chief Financial Officer
Dated: October 14, 1997
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INDEX TO EXHIBITS
EXHIBIT NO. DESCRIPTION
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Exhibit 1 Stock Purchase Agreement