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UNITED STATES
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): DECEMBER 2, 1997
EVI, INC.
(Exact name of registrant as specified in charter)
DELAWARE 1-13086 04-2515019
(State of Incorporation) (Commission File No.) (I.R.S. Employer Identification No.)
5 POST OAK PARK, SUITE 1760,
HOUSTON, TEXAS 77027-3415
(Address of Principal Executive Offices) (Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (713) 297-8400
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Exhibit Index Appears on Page 5
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
TRICO ACQUISITION
On December 2, 1997, EVI, Inc., a Delaware corporation (the "Company"),
completed the acquisition (the "Trico Acquisition") from PACCAR Inc, a Delaware
corporation ("PACCAR"), of all of the capital stock of Trico Industries, Inc., a
California corporation ("Trico"), pursuant to a Stock Purchase Agreement dated
as of October 9, 1997 (the "Trico Agreement"). Under the terms of the Trico
Agreement, the Company acquired Trico in exchange for $105 million in cash and
the assumption of certain liabilities, subject to certain adjustments. The
purchase price was determined through negotiations with PACCAR.
Trico is a Texas-based manufacturer and distributor of sub-surface
reciprocating pumps, sucker rods, accessories and hydraulic lift systems. The
Company intends to continue to operate the business of Trico and integrate
Trico's operations with those of the Company's EVI Oil Tools artificial lift
and production equipment division.
BMW ACQUISITION
On December 3, 1997, the Company completed the acquisition (the "BMW
Acquisition") of all of the outstanding shares of BMW Monarch (Lloydminster)
Ltd. ("BMW Monarch") and BMW Pump, Inc. ("BMW Pump") for an aggregate
consideration of approximately $93 million in cash and the assumption of
certain liabilities. The purchase price was determined through negotiations with
the shareholders of BMW Monarch and BMW Pump.
BMW Pump is a Canadian-based manufacturer of progressing cavity pumps
and BMW Monarch is a Canadian supplier of progressing cavity pumps as well as
other production related oilfield products. The Company intends to continue to
operate the businesses of BMW Monarch and BMW Pump and integrate their
operations with those of the Company's EVI Oil Tools artificial lift and
production equipment division.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Business Acquired.
The financial statements of Trico, BMW Monarch and BMW Pump required,
if any, for this item will be filed, if required, by the Company by an
amendment to this report as soon as practical, but not later than 60 days after
this report must be filed.
(b) Pro Forma Financial Information.
As of the date of this report, it is impracticable for the Company to
provide the pro forma financial information required, if any, pursuant to
Article 11 of Regulation S-X with respect to the Trico Acquisition or the BMW
Acquisition. Such pro forma financial information will be filed, if required,
by the Company by an amendment to this report as soon as practical, but not
later than 60 days after this report must be filed.
(c) Exhibits.
2.1 - Stock Purchase Agreement dated as of October 9, 1997,
between EVI, Inc. and PACCAR Inc (Incorporated by
reference to Exhibit No. 2.1 to Form 8-K, File 1-13086,
filed October 21, 1997).
2.2 - Stock Purchase Agreement dated as of October 9, 1997,
among certain shareholders of BMW Monarch (Lloydminster)
Ltd., the shareholders of BMW Pump Inc., the shareholder
of Makelki Holdings Ltd., the shareholder of 589979
Alberta Ltd., the shareholders of 600969 Alberta Ltd., the
shareholders of 391862 Alberta Ltd. and EVI, Inc.
(Incorporated by reference to Exhibit No. 2.2 to Form 8-K,
File 1-13086, filed October 21, 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 hereunto duly authorized.
EVI, INC.
Dated: December 5, 1997 /s/ JAMES G. KILEY
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James G. Kiley
Vice President and
Chief Financial Officer
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INDEX TO EXHIBITS
Number Exhibit
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2.1 Stock Purchase Agreement dated as of October 9, 1997,
between EVI, Inc. and PACCAR Inc (Incorporated by
reference to Exhibit No. 2.1 to Form 8-K, File
1-13086, filed October 21, 1997).
2.2 Stock Purchase Agreement dated as of October 9,
1997, among certain shareholders of BMW Monarch
(Lloydminster) Ltd., the shareholders of BMW Pump
Inc., the shareholder of Makelki Holdings Ltd., the
shareholder of 589979 Alberta Ltd., the shareholders
of 600969 Alberta Ltd., the shareholders of 391862
Alberta Ltd. and EVI, Inc. (Incorporated by reference
to Exhibit No. 2.2 to Form 8-K, File 1-13086,
filed October 21, 1997).
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