1
================================================================================
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): FEBRUARY 19, 1998
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
================================================================================
Page 1
Exhibit Index Appears on Page 4
2
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
AMPSCOT ACQUISITION
On February 19, 1998, EVI, Inc., a Delaware corporation (the
"Company"), completed the acquisition (the "Ampscot Acquisition") of Ampscot
Equipment Ltd., an Alberta corporation ("Ampscot"), pursuant to a Share
Purchase Agreement dated as of January 30, 1998 (the "Agreement"). Under the
terms of the Agreement, the Company acquired Ampscot in exchange for
approximately $55 million in cash. The purchase price was determined through
negotiations with the shareholders of Nika Enterprises Ltd., the parent
corporation of Ampscot.
The Company intends to continue to operate the business of Ampscot and
integrate Ampscot's operations with those of the Company's EVI Oil Tools
artificial lift and production tool division.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Business Acquired.
The financial statements of Ampscot 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 Ampscot 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 - Share Purchase Agreement made and entered into as of
January 30, 1998, by and among the shareholders of Nika
Enterprises Ltd., an Alberta corporation, listed on the
signature pages thereto and EVI Oil Tools Canada Ltd., an
Alberta corporation.
4.1 - Credit Agreement dated as of February 17, 1998, among EVI,
Inc., EVI Oil Tools Canada Ltd., the Subsidiary Guarantors
defined therein, Chase Bank of Texas, National
Association, as U.S. Administrative Agent, The Bank of
Nova Scotia, as Documentation Agent and Canadian Agent,
ABN AMRO Bank, N.V., as Syndication Agent, and the other
Lenders defined therein, including the form of Note.
Page 2
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.
EVI, INC.
Dated: March 2, 1998 /s/ James G. Kiley
---------------------------------------
James G. Kiley
Vice President and
Chief Financial Officer
Page 3
4
INDEX TO EXHIBITS
Number Exhibit
------ -------
2.1 Share Purchase Agreement made and entered into as of January 30, 1998, by
and among the shareholders of Nika Enterprises Ltd., an Alberta
corporation, listed on the signature pages thereto and EVI Oil Tools Canada
Ltd., an Alberta corporation.
4.1 Credit Agreement dated as of February 17, 1998, among EVI, Inc., EVI Oil
Tools Canada Ltd., the Subsidiary Guarantors defined therein, Chase Bank of
Texas, National Association, as U.S. Administrative Agent, The Bank of Nova
Scotia, as Documentation Agent and Canadian Agent, ABN AMRO Bank, N.V., as
Syndication Agent, and the other Lenders defined therein, including the
form of Note.
Page 4