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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
April 21, 1997
(Date of earliest event reported)
HUFFY CORPORATION
(Exact name of registrant as specified in its charter)
OHIO 1-5325 31-0326270
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification Number)
225 BYERS ROAD
MIAMISBURG, OHIO
(Address of principal executive offices)
45342-3657
(Zip Code)
(937) 866-6251
(Registrant's telephone number, including area code)
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Item 2: DISPOSITION OF ASSETS
On March 7, 1997, authorized representatives of Huffy Corporation, an Ohio
corporation ("Huffy"), and two of its wholly-owned subsidiaries, Gerry Baby
Products Company, a Delaware corporation ("GBPC"), and Gerry Wood Products
Company, a Wisconsin corporation ("GWPC"), executed an Asset Purchase Agreement
("Agreement") in an arm's length transaction with Evenflo Company, Inc., a
Delaware corporation ("Evenflo"), unrelated to Huffy, GBPC or GWPC. Huffy, GBPC
and GWPC, agreed to sell and Evenflo agreed to purchase substantially all of the
assets of GBPC and GWPC, including without limitation, inventory, equipment,
records, contracts and leases, real property, intangible property, permits and
licenses, goodwill, accounts receivable, cash, prepaid expenses, software and
bank accounts. Pursuant to the Agreement, Evenflo also agreed to assume certain
of GBPC's and GWPC's liabilities. On April 21, 1997, the closing date of the
asset purchase, GBPC and GWPC conveyed and transferred to Evenflo substantially
all of their assets pursuant to a duly executed assumption agreement. Upon the
transfer of assets, Evenflo paid Huffy consideration of $73,000,000 in cash. The
amount of consideration paid for the assets was determined through negotiation
and was approved by the boards of directors of each of the companies. GBPC and
GWPC were both engaged in the business of designing, manufacturing and marketing
juvenile products.
Item 7: FINANCIAL STATEMENTS AND EXHIBITS
Item 7(b): Financial Information
The following restated consolidated statement of earnings for the fiscal year
ended December 31, 1996 gives effect to the sale by Huffy Corporation
substantially all of the assets and certain liabilities of GBPC and GWPC as if
the transaction were consummated on January 1, 1996. The consolidated statement
of earnings for the three months ended March 31, 1997 and the consolidated
balance sheet as of March 31, 1997, which would be duplicates of the statements
in the 10-Q for the quarter ended March 31, 1997 have not been included.
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HUFFY CORPORATION
RESTATED CONSOLIDATED STATEMENT OF EARNINGS (UNAUDITED)
(DOLLAR AMOUNTS IN THOUSANDS, EXCEPT PER SHARE DATA)
Year Ended
December 31,
1996 as
Restated
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Net sales $ 579,670
Cost of sales 484,782
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Gross profit 94,888
Selling, general and administrative expenses 80,058
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Operating income 14,830
Other expense (income)
Interest expense 5,873
Interest income (82)
Other (481)
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Earnings before income taxes 9,520
Income tax expense 2,596
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Earnings from continuing operations 6,924
Discontinued operations:
Loss from discontinued operations, net of
income tax benefit of $202 (467)
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Net earnings $ 6,457
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Earnings per common share:
Weighted average number of common shares 13,452,008
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Earnings from continuing operations $ 0.51
Discontinued operations (0.03)
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Net earnings per common share $ 0.48
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ITEM 7(c) EXHIBITS
a. Exhibits - The Exhibits, as shown in the "Index of Exhibits"
attached hereto, are filed as a part of this Report.
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.
HUFFY CORPORATION, registrant
May 5, 1997 /s/ TIMOTHY G. HOWARD
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Date Timothy G. Howard
Vice President - Corporate Controller
(Principal Accounting Officer)
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INDEX OF EXHIBITS
Exhibit
No. Item
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(1) Not Applicable
(2) Asset Purchase Agreement, dated March 7, 1997, by and among
Gerry Baby Products Company, Gerry Wood Products Company,
Huffy Corporation, and Evenflo Company, Inc. (the "Agreement").
Pursuant to Section 229.601(b)(2) of Regulation S-K of the
Securities Act of 1933, the Registrant has omitted the exhibits and
schedules to the Agreement. A description of the exhibits and
schedules is included at the end of the Agreement. The Registrant
hereby agrees to furnish supplementary a copy of any omitted
exhibit or schedule to the Commission upon request.
(4) Not applicable
(12) Not applicable
(18) Not applicable
(20) Not applicable
(23) Not applicable
(24) Not applicable
(27) Financial Data Schedule
(99) Not applicable
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