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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
MARCH 20, 1998
Date of Report (Date of Earliest Event Reported)
NASHUA CORPORATION
(Exact Name of Registrant as Specified in its Charter)
DELAWARE
(State or Other Jurisdiction of Incorporation)
1-5492-1 02-0170100
(Commission File Number) (I.R.S. Employer Identification No.)
44 FRANKLIN STREET
NASHUA, NEW HAMPSHIRE 03060
(Address of Principal Executive Offices)
(603)880-2323
(Registrant's Telephone Number, Including Area Code)
NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last Report)
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INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 2 - ACQUISITION OR DISPOSITION OF ASSETS
On April 9, 1998, Nashua Corporation (the "Company") sold substantially all the
assets of its photofinishing subsidiaries in the United States, United Kingdom
and Canada to affiliates of District Photo Inc., a private United States-based
photofinishing company for $52.5 million in cash and the assumption of certain
liabilities. The businesses sold represent approximately 90% of the $143 million
in revenues of the Company's photofinishing operations for 1997.
On March 30, 1998, the Company sold its photofinishing operation based in
Northern Ireland to an affiliate of Spectra Photo Group, a private Republic of
Ireland-based photofinishing company for approximately $6.0 million ((pound)3.6
million) in cash and the assumption of certain liabilities. The Company will be
retaining and liquidating the accounts receivable of the business representing
approximately $1.6 million.
ITEM 7 - FINANCIAL STATEMENTS AND EXHIBITS
(b) PRO FORMA FINANCIAL INFORMATION
The Company incorporates herein by reference pro forma financial
information as set forth on the Company's Form 10-K for the fiscal
year ended December 31, 1997.
(c) EXHIBITS
Exhibit No. Description
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10.1 Master Asset Purchase Agreement dated as of March 10, 1998
between the Company and District Photo Inc. Exhibit 10.16
to the Company's Form 10-K for the fiscal year ended
December 31, 1997 and incorporated herein by reference.
10.2 U.S. Asset Purchase Agreement dated as of March 10, 1998
between Nashua Photo Inc., Promolink Corporation and
District Photo Inc. Exhibit 10.17 to the Company's Form
10-K for the fiscal year ended December 31, 1997 and
incorporated herein by reference.
10.3 U.K. Asset Purchase Agreement dated as of March 10, 1998
between Nashua Photo Limited and District Photo Inc.
Exhibit 10.18 to the Company's Form 10-K for the fiscal
year ended December 31, 1997 and incorporated herein by
reference.
10.4 Canada Asset Purchase Agreement dated as of March 10, 1998
between Nashua Photo Limited and District Photo Inc.
Exhibit 10.19 to the Company's Form 10-K for the fiscal
year ended December 31, 1997 and incorporated herein by
reference.
10.5 Asset Purchase Agreement dated March 20, 1998 between
Ardmore Limited, Nashua Belmont Limited, McAuliffes
Photographic Laboratories and Xavier McAuliffe.
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.
NASHUA CORPORATION
Date: April 21, 1998 By /s/ Daniel M. Junius
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Daniel M. Junius
Vice President-Finance and
Chief Financial Officer