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: August 25, 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.)
1000 Crawford Place, Suite 400, Mount Laurel, New Jersey 08054
(Address of Principal Executive Offices)
(856) 778-2300
(Registrant's Telephone Number)
Item 1. Not Applicable.
Item 2. Acquisition of 50's Classic Car Wash of Lubbock, Inc. and CRCD, Inc.
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On August 25, 1999, Mace Security International, Inc., a Delaware
corporation (the "Company" or "Registrant"), acquired all of the outstanding
stock of 50's Classic Car Wash of Lubbock, Inc. (50's Classic) and CRCD, Inc.
(collectively the "Companies") pursuant to the terms of a Stock Exchange
Agreement dated August 13, 1999, by and between the Registrant on one hand, and
Joe Crawford, Ron Clark, Robert Duggan, Jr., and First National Bank or Abilene,
as Trustee of the Wayne B. Ramsey, Jr., and Mira Marie Ramsey Family Trust No. 2
(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 operating a car wash company at 2808 50th
Street, in Lubbock, Texas. 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.
At Closing, the Company delivered to Sellers shares of the Company's
common stock having a value of $819,364, each share being valued at $8.9375 per
share. No cash was paid to the shareholders for the acquisition of the shares of
the Companies. The acquisition is to be accounted for using the "pooling of
interests" method of accounting.
At the closing, the Registrant assumed approximately $615,000 of
outstanding indebtedness of the Companies. The acquisition includes all of the
assets and liabilities, including the real estate, to operate the car wash
facility. The Registrant intends to continue to use the acquired assets in the
business of operating a car wash in Lubbock, Texas.
Items 3-6 Not Applicable.
Item 7 Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired.
It is impracticable to provide the required combined financial
statements of 50's Classic and CRCD, Inc. at the time of the
filing of this report. The required financial statements of the
Companies 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 Stock Exchange Agreement dated as of August 13, 1999, by and
between Joe Crawford, Ron Clark, Robert Duggan, Jr., and
First National Bank of Abilene, as Trustee of the Wayne V.
Ramsey, Jr., and Mira Marie Ramsey Family Trust No. 2 on the
one hand, and Mace Security International, Inc. on the other
hand.
99 Press Release dated August 31, 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: September 7, 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 Stock Exchange Agreement dated as of August 13, 1999, by and
between Joe Crawford, Ron Clark, Robert Duggan, Jr., and First
National Bank of Abilene, as Trustee of the Wayne V. Ramsey, Jr.,
and Mira Marie Ramsey Family Trust No. 2 on the one hand, and
Mace Security International, Inc. on the other hand.
99 Press Release dated August 31, 1999.