FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): JUNE 19, 1998
COMMUNICATIONS INSTRUMENTS, NORTH CAROLINA 56-182-82-70
INC.
(Exact name of registrant as specified in its (State or other (I.R.S. Employer
charter) jurisdiction of Identification No.
incorporation)
1396 CHARLOTTE HIGHWAY
FAIRVIEW, NORTH CAROLINA 28730
(Address of principal executive offices) (Zip Code)
(704) 628-1711
(Registrant's telephone number, including area code)
NOT APPLICABLE
(Former name or former address, if changed since last report)
Item 2. ACQUISITION AND DISPOSITION OF ASSETS
On June 19, 1998, the registrant acquired all of the outstanding capital
stock of Corcom, Inc., an Illinois corporation ("Corcom") pursuant to the merger
of RF Acquisition Corp., a newly formed wholly-owned subsidiary of the
registrant, with and into Corcom (the "Merger"). The registrant paid $13.00 per
share to the shareholders of Corcom in exchange for the shares received in the
Merger (approximately $51.1 million in the aggregate). The registrant used the
proceeds of $48.1 million of borrowings under a $60.0 million credit facility
entered into with the Bank of America National Trust and Savings Association on
the date of the Merger to finance the Merger. Corcom is an electromagnetic
interference filter manufacturer located in Libertyville, Illinois. The
registrant plans to continue to manufacture electromagnetic interference
filters.
The registrant published a press release regarding the Acquisition on June
19, 1998. A copy of such press release is included herein as Exhibit 99.1.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED
The audited consolidated balance sheets for Corcom, Inc. for years ended
December 31, 1997 and 1996, the audited consolidated statements of income,
the audited consolidated statements of stockholders' equity, the audited
consolidated statements of cash flows for the three years ended December
31, 1997, the unaudited consolidated balance sheet as of April 4, 1998, the
unaudited consolidated statements of income, and the unaudited consolidated
statements of cash flows for the thirteen weeks ended April 4, 1998 and
March 29, 1997, together with a report of the independent public
accountants, are hereby filed as a part of this Report on Form 8-K in the
form as attached as Exhibit 99.2.
(b) PRO FORMA FINANCIAL INFORMATION
At the time of this report, it is not possible to provide the required pro
forma financial information relating to the acquisition. Such information
will be filed as an amendment to this Report on Form 8-K within 60 days
after the filing of this report.
(c) Exhibits
2.1 Agreement and Plan of Merger, dated March 10, 1998, by and among the
registrant, RF Acquisition Corp. and Corcom
99.1 Press release dated June 19, 1998, published by the registrant
99.2 Financial Statements of Business Acquired
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.
Communications Instruments, Inc.
Date: July 2, 1998 By:
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Name: David Henning
Title: Chief Financial Officer,
Assistant Secretary