SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report
(Date of earliest event reported) July 31, 1999
UNIVERSAL MFG. CO.
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(Exact name of registrant as specified in its charter)
Nebraska 42-0733240
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(State of (Commission file (IRS Employer
Incorporation) Number) Identification No.)
405 Diagonal Street, Algona, Iowa 50511-0190
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number,
including area code (515) 295-3557
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
As a result of various factors, including, but not limited to,
business decisions by Ford Motor Company, Universal Mfg. Co.'s distribution
operation is experiencing significant growth. Due to the substantial growth,
the Board of Directors of Universal Mfg. Co. authorized the organization of a
separate limited liability company for purposes of effecting a bifurcation of
the manufacturing and distribution operations of Universal Mfg. Co. On June
17, 1999, Universal Mfg. Co. filed Articles of Organization for "Universal
Distribution LLC' and the Nebraska Secretary of State's Office issued a
Certificate of Organization.
At the Board of Directors' final quarterly meeting for the fiscal year
ended July 31, 1999, the Board approved the Operating Agreement and
established Universal Mfg. Co. as the manager of Universal Distribution LLC.
Pursuant to the Articles of Organization and the Operating Agreement,
Universal Mfg. Co. owns a ninety-nine percent (99%) membership interest and
Mr. Donald D. Heupel, President of Universal Mfg. Co., owns the remaining one
percent (1%) membership interest.
In order to capitalize Universal Distribution LLC and to enable the
newly organized entity to commence distribution operations, Universal Mfg.
Co. will transfer approximately Two Million Seven Hundred Nine Thousand Five
Hundred Sixty-Six and 00/100 Dollars ($2,709,566.00) worth of cash and
inventory. Title to all other assets, including, without limitation, all
land, buildings, machinery and equipment shall remain with Universal Mfg. Co.
In exchange for his one percent (1%) membership interest, Mr. Heupel will
contribute Twenty Eight Thousand and Ninety-Six and 00/100 Dollars
($28,096.00).
In June of 1999, Universal Mfg. Co. hired Mr. Steve Nelson for the
position Director, Distribution Operations. Mr. Nelson will be based in Des
Moines, Iowa. With the growth in its distributions operations, Universal Mfg.
Co. determined that it needed a distribution expert to round out its
management team. Universal Mfg. Co. announced the addition of Mr. Nelson to
its management team through a national press release issued June 11, 1999.
The above summary is qualified in its entirety by the terms and
provisions of the exhibits filed with this Current Report on Form 8-K.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
2.1 File-Stamped copy of the Articles of Organization for Universal
Distribution LLC dated June 17, 1999.
2.2 Operating Agreement for Universal Distribution LLC dated July
31, 1999.
2.3 Press Release dated June 11, 1999 issued by Universal Mfg. Co.
99.1 Press Release dated August 10, 1999 issued by Universal Mfg. Co.
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.
UNIVERSAL MFG. CO.
Date: August 10, 1999.
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Donald D. Heupel, President
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