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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: February 28, 1997
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(Date of the earliest event reported)
Home Products International, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 0-17237 Applied for
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(State or other jurisdiction of (Commission I.R.S. Employer
Incorporation or organization) File Number) Identification No.)
4501 West 47th Street Chicago, IL 60632
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (773) 890-1010
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On February 28, 1997, pursuant to a Stock Purchase Agreement between the
Registrant and the stockholders of Tamor Corporation, a Massachusetts
corporation ("Tamor"), and the Agreement and Plan of Merger among the
Registrant, Housewares Sales, Inc., a Massachusetts corporation ("Housewares"),
and the stockholders of Housewares Sales, Inc., effective as of January 1,
1997, Housewares was merged into a wholly-owned merger subsidiary of the
Registrant and the Registrant, through the same acquisition subsidiary,
acquired 100% of the outstanding stock of Tamor. The acquisition subsidiary
then merged into Tamor and Tamor became a wholly owned direct subsidiary of the
Registrant. Total consideration was $42.6 million consisting of approximately
$27.8 million in cash, $2.4 million in common stock and the assumption of $12.4
million in short and long term debt. Tamor, a privately held corporation
headquartered in Leominster, Massachusetts, is a leading manufacturer of home
storage and organization products in the United States and the Registrant
intends to continue in the same activity.
The source of funds for the acquisition included cash of the Registrant as
well as part of the proceeds of a new $67 million credit agreement (including a
$20 million revolving credit agreement) completed with General Electric Capital
Corporation on February 27, 1997. The new credit agreement replaces the
Registrant's existing $8 million credit agreement.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
a) Financial statements of business acquired.
It is impracticable to provide the required financial statements at the time
this Current Report on Form 8-K is being filed. Home Products
International, Inc. expects to be able to file this information within sixty
(60) days of March 15, 1997, the latest date on which this Current Report on
Form 8-K may be filed.
b) Pro forma financial information.
It is impracticable to provide the required financial statements at the time
this Current Report on Form 8-K is being filed. Home Products
International, Inc. expects to be able to file this information within sixty
(60) days of March 15, 1997, the latest date on which this Current Report on
Form 8-K may be filed.
c) Exhibits
See attached Exhibit Index.
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.
Home Products International, Inc.
By /s/ James E. Winslow
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James E. Winslow
Executive Vice President and
Chief Financial Officer
Dated: March 12, 1997
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Exhibit Index
Exhibit 2.1 Agreement and Plan of Merger dated as of January
1, 1997 between the Registrant, Housewares and the Shareholders of
Housewares.
Exhibit 2.2 Stock Purchase Agreement made as of January 1,
1997 by the Registrant and the Shareholders of Tamor.
Exhibit 99.1 Press release dated March 4, 1997 announcing the
acquisition of Tamor.