SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report: July 9, 1999
(Date of Earliest Event Reported)
MACE SECURITY INTERNATIONAL, INC.
(Exact name of Registrant as Specified in its Charter)
Delaware
(State of Incorporation)
0-22810
(Commission File Number)
03-0311630
(IRS Employer Identification No.)
160 Benmont Avenue, Bennington, Vermont 05201
(Address of Principal Executive Offices)
(802) 447-1503
(Registrant's Telephone Number)
Item 1. Not Applicable.
Item 2. Acquisition of Innovative Control Systems, Inc.
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On July 9, 1999, Mace Security International, Inc., a Delaware
corporation (the "Company" or "Registrant"), acquired all of the outstanding
shares of stock of Innovative Control Systems, Inc. ("ICS") pursuant to the
terms of a Stock Purchase Agreement and Plan of Reorganization dated June 1,
1999 (the "Agreement"), by and between the Registrant on the one hand, and Kevin
Detrick, Brian Bath, Michael Ruiz, and Francis Janoski (the "Sellers") on the
other hand. Pursuant to the terms and conditions of the Agreement, the
Registrant purchased all of the outstanding shares of stock of the Sellers who
are in the business of the development and sale of computer application software
for car wash control and management. Sellers are not affiliated with the
Registrant nor with any of the Registrant's subsidiaries. The description of the
acquisition transaction set forth herein is qualified in its entirety by
reference to the Agreement, which is filed herewith as Exhibit 2.1.
No cash was paid to the Shareholders for the acquisition of the shares
of the Company. The acquisition is to be accounted for using the "pooling of
interests" method of accounting.
At the closing, the Registrant assumed approximately $502,471 of
outstanding indebtedness of the Company. The merger includes all of the assets
and liabilities relating to the operating of ICS. The Registrant intends to
continue to use the acquired assets in the business of developing and selling
computer applications software. In connection with the acquisition, the
Shareholders were hired by the Registrant to continue their previous
responsibilities within ICS's operations.
Items 3-6 Not Applicable.
Item 7 Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired.
It is impracticable to provide the required financial statements
of Innovative Control Systems, Inc. ("ICS") at the time of the
filing of this report. The required financial statements of ICS
will be filed within the time period required in accordance with
applicable regulations and the Securities and Exchange Act of
1934.
(b) Pro Forma Financial Information.
It is impracticable to provide the required pro forma financial
information of Mace Security International, Inc. at the time of
the filing of this report. The required pro forma financial
information of Mace Security International, Inc. will be filed
within the time period required
in accordance with applicable regulations and the Securities and
Exchange Act of 1934.
(c) The following Exhibits are hereby filed as part of this
Current Report on Form 8-K.
2.1 The Stock Purchase Agreement And Plan Of Reorganization
dated as of June 1, 1999, by and between Kevin Detrick,
Brian Bath, Michael Ruiz, and Francis Janoski on the one
hand, and Mace Security International, Inc. on the other
hand.
99 Press Release dated July 19, 1999.
Items 8-9. Not applicable.
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.
Date: July 22, 1999 MACE SECURITY INTERNATIONAL, INC.
By: /s/ Gregory M. Krzemien
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Gregory M. Krzemien
Chief Financial Officer and Treasurer
EXHIBIT INDEX
Exhibit Description
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No.
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2.1 The Stock Purchase Agreement And Plan Of Reorganization dated as of
June 1, 1999, by and between Kevin Detrick, Brian Bath, Michael Ruiz,
and Francis Janoski on the one hand, and Mace Security International,
Inc. on the other hand.
99 Press Release dated July 19, 1999.