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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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):
MAY 24, 2002
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FIRSTMARK CORP.
(Exact name of registrant as specified in charter)
MAINE
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(State or other Jurisdiction of Incorporation or Organization)
0-20806 01-0389195
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(Commission File Number) (IRS Employer Identification
No.)
2700 VIA FORTUNA
SUITE 400 78746
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AUSTIN, TEXAS (Zip Code)
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(Address of Principal Executive Offices)
(512) 306-8222
(Registrant's telephone
number, including area code)
NO CHANGE
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
On May 24, 2002, the Registrant reached an agreement with Tecstar
Electro Systems, Inc., a Delaware corporation ("TES"), and TES' parent
corporations, 15251 Don Julian Road, Inc. and Don Julian, Inc., to acquire
substantially all of the assets of TES, excluding primarily the land and
building in which TES currently operates. TES is engaged in the business of
manufacturing, assembling, maintaining and repairing electromechanical parts and
equipment used in aviation and other industries.
The terms of the agreement provide that the Registrant shall acquire
the assets of TES for a purchase price of $3,600,000, $250,000 of which shall be
held in escrow for three months following the closing of the transaction pending
resolution of certain contingent liabilities and $50,000 of which shall be held
in a reserve account to cover expenses of TES related to its land and building.
The consummation of the transaction is subject to certain conditions, including
the release of all liens and security interests in the acquired assets held by
TES' secured lenders and the approval of the U.S. Bankruptcy Court in the
District of Delaware.
The parent corporations of TES previously filed for protection under
the United States Bankruptcy Code. On May 24, 2002, the parent corporations of
TES filed a motion in the U.S. Bankruptcy Court, Delaware District seeking
approval of the Court to enter into the asset purchase agreement. Pursuant to
the asset purchase agreement, the parents' respective bankruptcy estates agree
to release the Registrant and the acquired assets from any and all claims
arising in connection with the bankruptcy estate.
Upon closing of the acquisition, the business acquired by the
Registrant shall become the Registrant's primary operations.
ITEM 7. EXHIBITS.
Exhibit 2.1 Asset Purchase Agreement, dated May 24, 2002, by and
between Firstmark Corp., Tecstar Electro Systems,
Inc., 15251 Don Julian Road, Inc. and Don Julian,
Inc.
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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.
FIRSTMARK CORP.
By: /s/ H. William Coogan, Jr.
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H. William Coogan, Jr.
Chairman of the Board, President
and Chief Executive Officer
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Exhibit List
2.1* Asset Purchase Agreement, dated May 24, 2002, by and between Firstmark
Corp., Tecstar Electro Systems, Inc., 15251 Don Julian Road, Inc. and
Don Julian, Inc.
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* Filed herewith (without exhibits or schedules, a copy of which shall be
provided to the Commission upon request)