SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
(Second Amendment)
Current Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
December 18, 2001
AKI HOLDING CORP.
(Exact name of registrant as specified in its charter)
Commission File Number: 333-60991
Delaware 74-2883163
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
AKI, INC.
(Exact name of registrant as specified in its charter)
Commission File Number: 333-60989
Delaware 13-3785856
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1815 East Main Street
Chattanooga, TN 37404
(Address of principal executive offices) (Zip Code)
(423) 624-3301
(Registrant's telephone number, including area code)
-------------------------------------------------
(Former name or former address, if changed since last report)
The Registrants hereby amends Item 7 of their Current Report on Form 8-K dated
December 26, 2001 to read in its entirety as follows:
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Business Acquired.
Audited financial statements of Color Prelude for the year ended
December 31, 2000.
Unaudited financial statements of Color Prelude for the nine months
ended September 30, 2001.
Unaudited statements of operations and cash flows of Color Prelude for
the nine months ended September 30, 2000.
(b) Pro Forma Financial Information.
AKI Holding Corp.
Unaudited pro forma condensed consolidated balance sheet as of
September 30, 2001.
Unaudited pro forma condensed consolidated statement of operations
for the three months ended September 30, 2001.
Unaudited pro forma condensed consolidated statement of operations
for the year ended June 30, 2001.
AKI, Inc.
Unaudited pro forma condensed consolidated balance sheet as of
September 30, 2001.
Unaudited pro forma condensed consolidated statement of operations
for the three months ended September 30, 2001.
Unaudited pro forma condensed consolidated statement of operations
for the year ended June 30, 2001.
(c) Exhibits
2.1 Asset Purchase Agreement dated as of December 18, 2001 by and among
Heritage Marketing Corporation, Color Prelude, Inc. and IST, Corp.
(filed with the Registrants' Form 8-K dated December 26, 2001).
10.1 Amended and Restated Credit Agreement dated as of December 18, 2001 by
and among AKI, Inc. and Heller Financial, Inc. and Other Financial
Institutions Party hereto (filed with the Registrants' Form 8-K
dated December 26, 2001).
23.1 Consent of Independent Accountants.
23.2 Consent of Independent Accountants.
99.1 Press release issued on December 20, 2001 by AKI, Inc. (filed with the
Registrants' Form 8-K dated December 26, 2001).
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.
AKI HOLDING CORP.
Date: March 5, 2002 By: /s/ Kenneth A. Budde
------------------------------
Kenneth A. Budde
Senior Vice President &
Chief Financial Officer
(Principal Financial and
Accounting Officer)
AKI, INC.
Date: March 5, 2002 By: /s/ Kenneth A. Budde
------------------------------
Kenneth A. Budde
Senior Vice President &
Chief Financial Officer
(Principal Financial and
Accounting Officer)
EXHIBIT INDEX
Exhibit Description
- ------- -----------
2.1 Asset Purchase Agreement dated as of December 18, 2001 by and among
Heritage Marketing Corporation, Color Prelude, Inc. and IST, Corp.
(filed with the Registrants' Form 8-K dated December 26, 2001).
10.1 Amended and Restated Credit Agreement dated as of December 18, 2001 by
and among AKI, Inc. and Heller Financial, Inc. and Other Financial
Institutions Party hereto (filed with the Registrants' Form 8-K dated
December 26, 2001).
23.1 Consent of Independent Accountants.
23.2 Consent of Independent Accountants.
99.1 Press release issued on December 20, 2001 by AKI, Inc. (filed with the
Registrants' Form 8-K dated December 26, 2001).