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 1, 1999
MLC HOLDINGS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 000-28926 54-1817218
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
400 Herndon Parkway, Herndon, Virginia 20176
(Address, including zip code, of principal executive office)
(703) 834-5710
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(Registrant's telephone number, including area code)
Item 2. Acquisition or Disposition of Assets
MLC Holdings, Inc. ("MLC") announced by press release on October 1,
1999 that it had completed the acquisition of all of the stock CLG, Inc. from
Centura Bank, a wholly owned subsidiary of Centura Banks, Inc. The acquisition
added approximately 400 customers and $93 million of assets to MLC's leasing
customer base in metropolitan markets such as such as Charlotte and Raleigh,
N.C., Greenville, S.C, and southern Virginia. In connection with the
acquisition, CLG, Inc. was merged into MLC Group, Inc., a wholly owned
subsidiary of MLC on October 1, 1999.
Total consideration for the acquisition was $36.5 million, paid by the
issuance of 392,990 shares of MLC common stock, $1,099,574 of a subordinated
note, and $31,500,000 of cash. In association with the transaction, MLC financed
a portfolio of leases on a non-recourse basis with Fleet Business Credit
Corporation, a wholly owned subsidiary of Fleet Bank, which raised $27.8
Million, and issued a second subordinated note in the amount of $1,965,000 to
Centura Bank. The subordinated notes are bullets with a term of 7 years at an
interest rate of 11%, and can be prepaid at par in whole at anytime.
MLC filed a Current Report on Form 8-K on September 14, 1999 announcing
the execution of the Stock Purchase Agreement with Centura Bank and CLG, Inc.
which was filed as Exhibit 4.1 to such Current Report on Form 8-K and which is
incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
The pro forma and historical financial statements required by Item 7 of
Form 8-K will be filed by amendment.
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.
MLC HOLDINGS, INC.
Dated October 18, 1999 By: /s/ Phillip G. Norton
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Phillip G. Norton
Chairman and Chief Executive
Officer