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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report May 18, 1998
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Cable Link, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Ohio
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(State or Other Jurisdiction of Incorporation)
0-23111 31-1239657
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(Commission File Number) (IRS Employer Identification No.)
280 Cozzins Street 43215
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(Address of Principal Executive Offices) (Zip Code)
(614) 221-3131
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(Registrant's Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
(a) On May 18, 1998, the registrant, pursuant to a Stock Purchase and
Non-Compete Agreement, acquired all of the outstanding equity securities
("Securities") of PC & Parts, Inc. (dba Auro Computer Systems) (the "Company"),
for an approximate sum of $820,000, of which $700,000 was paid in cash and the
balance in the form of a note bearing interest at the rate of 9% per annum, the
principal being payable in four quarterly installments commencing on the first
anniversary of the note. By June 17, 1998, a balance sheet as of the closing of
business on May 5, 1998 will be prepared, which balance sheet will reflect the
book value of the acquired assets and the assumed liabilities. Based upon the
balance sheet results, an adjustment to the purchase price will be made upward
or downward and if the registrant has overpaid, the registrant's original note
will be returned for an adjusted note and if the registrant has underpaid, the
registrant will deliver to the seller an additional note.
Simultaneously with the foregoing acquisition, the registrant entered
into a Stock Agreement with Brian Berger, an employee of the Company, whereby
Mr. Berger contributed $100,000 toward the purchase of the shares of the Company
and the registrant will transfer to Mr. Berger a proportionate number of the
shares at the time the final purchase price of the shares is established.
The Securities were acquired from James Miao, John Miao, Richard Chu,
Cheng Chen Hsiu, Peter D. Lee, Wendy Lee, Joseph M. Breneman, Gregory M. Layer
and Steve Selby.
Funds utilized in this transaction were obtained through a Revolving
Term Loan from The Provident Bank to the registrant.
The Company is and will continue to be engaged in the business of
providing computer hardware and services related thereto, as well as designing
and implementing wide area and local area networks. As a result of acquiring all
of the Securities, the registrant and Mr. Berger acquired the Company as a going
business which included substantially all of its tangible and intangible assets,
including inventory, equipment and accounts receivable. The Company leases the
real estate in which it operates its business.
Following the acquisition, Bob Binsky, Chairman of the Board of the
registrant, was elected Chairman of the Board of the Company, and Brian Berger
was elected as President, Chief Executive Officer of the Company. In addition,
Mr. Berger was granted a stock option for 25,000 shares of common stock of the
registrant and a stock option for up to an additional 27,500 shares of common
stock of the registrant if certain milestones of the Company are achieved. Mr.
Berger was also elected as a director of the registrant.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a)-(b) Financial Statements.
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The pro forma financial information and financial statements required
by Rule 3-05(b) will be filed by amendment hereto within 60 days.
(c) Exhibits.
(2) Plan of acquisition, reorganization, arrangement, liquidation, or
succession.
2.1. Stock Purchase and Non-Compete Agreement among PC & Parts, Inc.,
its Shareholders, Brian Berger and Cable Link, Inc. dated May 18, 1998.
2.2. Stock Agreement among Cable Link, Inc., PC & Parts, Inc. and Brian
Berger dated May 18, 1998.
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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.
CABLE LINK, INC.
Dated: May 26, 1998 By /s/ Bob Binsky
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Bob Binsky, Chairman of the Board
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EXHIBIT INDEX
PAGE NO. IN
SEQUENTIALLY
NUMBERED
EXHIBIT NO. DOCUMENT COPY
2.1. Stock Purchase and Non-Compete Agreement 6
among PC & Parts, Inc., its Shareholders, Brian
Berger and Cable Link, Inc. dated May 18, 1998
2.2. Stock Agreement among Cable Link, Inc., PC & Parts, 53
Inc. and Brian Berger dated May 18, 1998