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): October 11, 1996
(September 26, 1996)
APPLIED POWER INC.
------------------
(Exact name of Registrant as specified in its charter)
WISCONSIN 1-11288 39-0168610
--------- ------- ----------
(State of incorporation) (Commission File No.) (I.R.S. Employer Id. No.)
13000 WEST SILVER SPRING DRIVE
BUTLER, WISCONSIN 53007
MAILING ADDRESS: P. O. BOX 325, MILWAUKEE, WISCONSIN 53201
------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(414) 781-6600
--------------
(Registrant's telephone number, including area code)
1
2
Item 2. Acquisition of Assets
On September 26, 1996, Wright Line Inc., a subsidiary of Applied Power
Inc., ("the Company"), acquired the net assets of Everest Electronic Equipment,
Inc., ("Everest"), for approximately $52 million. The purchase price was
determined by arms-length negotiations between the parties. Headquartered in
Anaheim, California, Everest is a manufacturer of custom and standard
electronic enclosures used by the computer, telecom, datacom and other
industries. The Company funded the acquisition through the increase of its
existing Multicurrency Credit Agreement dated as of August 22, 1995 between
Applied Power Inc. and various financial institutions, as lenders. There is no
material relationship between Everest and Applied Power Inc. or any of its
affiliates, directors, officers or associates of any such directors or
officers.
The net assets acquired included trade accounts receivable, inventory, and
machinery and equipment used in the manufacture of custom and standard
electronic enclosures. The Company will use the assets acquired to continue to
operate in this business and will integrate Everest with its Wright Line
segment.
The definitive Asset Purchase Agreement is an exhibit to this report and
is incorporated herein by reference. The above description does not purport to
be complete and is qualified in its entirety by reference to the provisions of
such agreement.
Item 7. Financial Statements and Exhibits
(a) Financial Statements of Business Acquired:
It is impracticable to provide the required financial
statements of the acquired business at the time this report is being
filed. Appropriate financial statements of Everest Electronic
Equipment, Inc. will be filed as soon as practicable as an amendment
to this report, and in any event not later than December 10, 1996.
(b) Pro Forma Financial Information:
It is impracticable to provide the required pro forma financial
information at the time this report is being filed. Appropriate pro
forma financial information relating to Applied Power Inc. will be
filed as soon as practicable as an amendment to this report, and in
any event not later than December 10, 1996.
(c) Exhibits:
See the Exhibit Index following the Signature page of this
Report, which is incorporated herein by reference.
2
3
SIGNATURE
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.
APPLIED POWER INC.
Date: October 11, 1996 By: /s/Robert C. Arzbaecher
---------------------------
Robert C. Arzbaecher,
Vice President and
Chief Financial Officer
3
4
APPLIED POWER INC.
EXHIBIT INDEX
TO
FORM 8-K CURRENT REPORT
Date of Report: October 11, 1996
Exhibit Filed
Number Description Herewith
- - ------- ----------- --------
2.1 Asset Purchase Agreement X
between Applied Power Inc. and
Wright Line Inc., on the one hand
and Everest Electronic Equipment, Inc.,
Wallace H. Twedt, Terry D. Wells and
Robert L. Wells, on the other hand
dated August 27, 1996
4