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U.S. 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
APRIL 26, 2001
(Date of earliest event reported)
IMPRESO, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 000-29883 75-20849585
(State or other jurisdiction (Commission File Number) (I.R.S. employer
of incorporation) Identification Number)
652 SOUTHWESTERN BOULEVARD, COPPELL, TX 75019
(Address of principal executive offices)
(972) 462-0100
(Registrant's Telephone Number, Including Area Code)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On April 26, 2001, TST/Impreso, Inc. (the "Company"), a wholly owned
subsidiary of Impreso, Inc., completed its acquisition of substantially all of
the assets of the Sky Division of Durango-Georgia Converting LLC ("Sky")
pursuant to the Asset Purchase Agreement by and between TST/Impreso, Inc. and
Durango-Georgia Converting LLC. Durango-Georgia Converting LLC operated Sky as a
paper converting division. The Company paid approximately $11.7 million in cash
and assumed certain debt. The Company's revolving lender, Congress Financial
Corporation (Southwest), funded approximately 75% of the acquisition price
utilizing Sky's assets, excluding the plant facility, as additional collateral
for an extended and increased line. The Company pledged the plant facility
acquired in the transaction, as well as the Company's unencumbered Coppell
facility, to General Electric Capital Business Asset Funding Corporation to fund
the balance of the acquisition price. As a result of the acquisition, Sky merged
into, and is operated as a division of, the Company.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of Business Acquired.
The financial statements required by this item will be filed
by amendment not later than 75 days after the consummation of
the acquisition.
(b) Pro Forma Financial Information
The pro forma financial statements required by this item will
be filed by amendment not later than 75 days after the
consummation of the acquisition.
(c) Exhibits:
2.1 Asset Purchase Agreement by and between TST/Impreso,
Inc. and Durango Georgia Converting LLC dated as of
April 5, 2001 (Filed herewith)
99.1 Impreso, Inc. Press Release issued April 30, 2001
(Filed herewith)
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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.
IMPRESO, INC.
(registrant)
Dated: May 11, 2001 /s/Marshall Sorokwasz
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Marshall Sorokwasz,
Chairman of the Board, Chief
Executive Officer, President,
and Director
/s/ Susan Atkins
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Susan Atkins,
Chief Financial Officer and
and Vice President
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EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
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2.1 Asset Purchase Agreement by and between TST/Impreso, Inc. and Durango
Georgia Converting LLC dated as of April 5, 2001 (Filed herewith)
99.1 Impreso, Inc. Press Release issued April 30, 2001 (Filed herewith)