-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, lNkw8QAOufyMd9qU4JmPL127hej+y4xkN8SteeZTZ7EP5SGbA93V/N5ENXnGQttu +hw2TyjX2MRXp5UTmqQuug== 0000109710-95-000009.txt : 19950425 0000109710-95-000009.hdr.sgml : 19950425 ACCESSION NUMBER: 0000109710-95-000009 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19950413 ITEM INFORMATION: Acquisition or disposition of assets ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19950424 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CLARK EQUIPMENT CO /DE/ CENTRAL INDEX KEY: 0000109710 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL TRUCKS TRACTORS TRAILERS & STACKERS [3537] IRS NUMBER: 380425350 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05646 FILM NUMBER: 95530475 BUSINESS ADDRESS: STREET 1: 100 N MICHIGAN ST STREET 2: PO BOX 7008 CITY: SOUTH BEND STATE: IN ZIP: 46634 BUSINESS PHONE: 2192390100 MAIL ADDRESS: STREET 1: 100 N MICHIGAN ST P O BOX 7008 STREET 2: 100 N MICHIGAN ST P O BOX 7008 CITY: SOUTH BEND STATE: IN ZIP: 46634 FORMER COMPANY: FORMER CONFORMED NAME: CLARK EQUIPMENT CO DATE OF NAME CHANGE: 19691109 8-K 1 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): April 13, 1995 CLARK EQUIPMENT COMPANY (Exact name of registrant as specified in its charter) Delaware 1-5646 38-0425350 (State or other juris- (Commission (IRS Employer diction of incorporation) File Number) Identification Number) 100 North Michigan Street P. O. Box 7008 South Bend, Indiana (Address of principal 46634 executive offices) (Zip Code) Registrant's telephone number (219) 239-0100 including area code -1- ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS VME Group N.V. ("VME") was a joint venture owned 50% by Aktiebolaget Volvo of Sweden ("Volvo") and 50% by Clark-Hurth Components Marketing Company ("CHCMC"), a wholly-owned subsidiary of the Registrant. On April 13, 1995, CHCMC sold all of its shares of VME to Volvo for a purchase price of $560 million. In addition on, or immediately prior to, the closing VME paid (1) CHCMC a dividend of $13 million and (2) Registrant the remaining unpaid principal balance of $35 million plus all accrued interest owed pursuant to a Promissory Note dated December 23, 1992 from VME to Registrant. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS Financial Statements A pro forma Balance Sheet of Registrant, which reflects the sale of VME, along with a description of the pro forma adjustments is attached as page 3. A pro forma Income Statement is not included with this Form 8-K because VME was treated as a discontinued operation in the financial statements included in Registrant's Form 10-K for the year 1994. Exhibits See attached Exhibit Index. SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CLARK EQUIPMENT COMPANY /s/ John J. Moran, Jr. John J. Moran, Jr. Assistant Secretary Date: April 21, 1995 -2- CLARK EQUIPMENT COMPANY PRO-FORMA BALANCE SHEET DECEMBER 31, 1994 (Dollars in Millions)
BALANCES AT DECEMBER 31, 1994 AFTER CLARK PRO-FORMA PURCHASE OF PRO-FORMA ADJUSTMENTS BALANCE CLUB CAR, INC.(A) DEBITS CREDITS SHEET ASSETS: CASH $96.6 $465.6 (1) $100.0 (2) $462.2 ACCOUNTS RECEIVABLE 136.3 136.3 INVENTORIES 145.0 145.0 DEFERRED TAXES - NET 24.4 24.4 OTHER CURRENT ASSETS 10.9 10.9 TOTAL CURRENT ASSETS 413.2 465.6 100.0 778.8 INVESTMENT AND ADVANCES - ASSOCIATED COMPANIES 12.6 12.6 INVESTMENT IN DISCONTINUED OPERATIONS - VME GROUP N.V. 195.9 195.9 (1) - DEFERRED TAX ASSETS - NET 100.4 100.4 PROPERTY, PLANT & EQUIPMENT - NET 208.7 208.7 GOODWILL 387.0 387.0 OTHER ASSETS 44.0 44.0 TOTAL ASSETS $1,361.8 $465.6 $295.9 $1,531.5 LIABILITIES AND STOCKHOLDER'S EQUITY: CURRENT LIABILITIES: NOTES PAYABLE $11.9 $11.9 ACCOUNTS PAYABLE AND ACCRUALS 178.8 178.8 ACCRUED POSTRETIREMENT BENEFITS 21.1 21.1 DEFERRED INCOME TAXES 1.0 1.0 CURRENT INSTALLMENTS OF LONG-TERM DEBT 17.8 17.8 TOTAL CURRENT LIABILITIES 230.6 230.6 LONG-TERM BORROWINGS 327.8 100.0 (2) 227.8 OTHER NON-CURRENT LIABILITIES 98.9 98.9 ACCRUED POSTRETIREMENT BENEFITS 241.8 241.8 DEFERRED INCOME TAXES 10.5 10.5 TOTAL LIABILITIES 909.6 100.0 809.6 STOCKHOLDERS' EQUITY 452.2 269.7 (1) 721.9 TOTAL LIABILITIES AND EQUITY $1,361.8 $100.0 $269.7 $1,531.5 LEGEND: (A) THIS BALANCE SHEET REPRESENTS THE PRO-FORMA BALANCE SHEET INCLUDED IN THE 8-K DATED MARCH 13, 1995 WHICH INCLUDES THE IMPACTS OF THE ACQUISITION OF CLUB CAR, INC. (1) THIS ENTRY REFLECTS THE PROCEEDS AND THE GAIN ON THE SALE OF VME. THE ENTRY TO CASH IS NET OF THE EXPENSES ($12.6 MILLION) AND TAXES RELATED TO THE SALE ($129.8 MILLION). THE PROCEEDS INCLUDE PAYMENT OF A $35 MILLION LOAN TO VME WHICH WAS REPAID CONCURRENT WITH THE SALE. (2) THIS ENTRY REFLECTS THE REPAYMENT OF DEBT UNDER THE COMPANY'S REVOLVING LOAN AGREEMENT WHICH WAS ASSUMED TO BE BORROWED TO PARTIALLY FUND THE ACQUISITION OF CLUB CAR, INC. -3-
EXHIBITS LIST AND INDEX Exhibit Filed Herewith Unless Number Description Otherwise Indicated (2) Stock Purchase Agreement Incorporated by reference dated as of March 5, 1995 to Exhibit 2(e) to by and among Aktiebolaget Registrant's Form 10-K Volvo, Clark Equipment for the year 1994 Company and Clark-Hurth Components Marketing Company -4- -----END PRIVACY-ENHANCED MESSAGE-----