-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Hm2slKRhK/CYAPp9Y5/r4oEx2zS6MNORJ+Ak7iO2uJxyOZiU79KrzIsK3dZbzw2q /Q9uojIGmORI2Fd0dHLksg== 0000932384-98-000018.txt : 19980206 0000932384-98-000018.hdr.sgml : 19980206 ACCESSION NUMBER: 0000932384-98-000018 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980205 ITEM INFORMATION: FILED AS OF DATE: 19980205 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: DYNAMIC MATERIALS CORP CENTRAL INDEX KEY: 0000034067 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS PRIMARY METAL PRODUCTS [3390] IRS NUMBER: 840608431 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-08328 FILM NUMBER: 98522733 BUSINESS ADDRESS: STREET 1: 551 ASPEN RIDGE DR CITY: LAFAYETTE STATE: CO ZIP: 80026 BUSINESS PHONE: 3036655700 MAIL ADDRESS: STREET 1: 551 ASPEN RIDGE DR CITY: LAFAYETTE STATE: CO ZIP: 80026 FORMER COMPANY: FORMER CONFORMED NAME: EXPLOSIVE FABRICATORS INC DATE OF NAME CHANGE: 19920703 8-K 1 FORM 8-K 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): JANUARY 28, 1998 DYNAMIC MATERIALS CORPORATION (Exact name of registrant as specified in its charter) COLORADO 0-8328 84-00608431 (State or other jurisdiction (Commission (IRS Employee of incorporation) File Number) Identification No.) 551 ASPEN RIDGE DRIVE, LAFAYETTE, CO 80026 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (303) 665-5700 (Former name or former address, if changed since last report) EXHIBIT INDEX APPEARS ON PAGE 4 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 99.1 Press release dated January 28, 1998 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. DYNAMIC MATERIALS CORPORATION (Registrant) Date February 5, 1998 By: /S/ RICHARD A. SANTA ----------------------------------------- Name: Richard A. Santa Title: Chief Financial Officer and Secretary EXHIBIT INDEX Exhibit No. Description 99.1 Press release dated January 28, 1998 EX-99 2 EXHIBIT 99.1 - PRESS RELEASE EXHIBIT 99.1 [LETTERHEAD OF DYNAMIC MATERIALS CORPORATION] DYNAMIC MATERIALS CORPORATION TO ACQUIRE SPIN FORGE, LLC - COMPLETES PURCHASE OF AMK WELDING DMC FURTHER ENTERS INTO COMMERCIAL AEROSPACE/DEFENSE AND COMMERCIAL AIRCRAFT PARTS MANUFACTURING THROUGH ACQUISITIONS FOR IMMEDIATE RELEASE Wednesday, January 28, 1998 Contact: Richard A. Santa Mark W. Jarman Chief Financial Officer Investor Relations Dynamic Materials Corporation Dynamic Materials Corporation 303-604-3938 303-604-3923 LAFAYETTE, CO--Dynamic Materials Corporation, (Nasdaq: BOOM), 'DMC,' and Spin Forge, LLC have entered into a Letter of Intent for DMC to acquire the assets of Spin Forge, LLC. The acquisition is subject to the parties reaching an agreement on the final terms of the transaction, the completion of due diligence and the approval of DMC's Board of Directors. Spin Forge, headquartered in El Segundo, California, is one of the country's leading manufacturers of tactical missile motor cases and titanium tanks for commercial aerospace. "Spin Forge enjoys a number of strategic strengths, including sole-source supplier status on several projects and the ability to 'spin form' exceptionally large metal parts using what is believed to be among the largest capacity Computer Numerically Controlled (CNC) spin-forging equipment for such work in North America," said Paul Lange, president and chief executive officer of DMC. Lange continued, "Our sales and marketing organization already has extensive experience promoting large sheet-metal parts manufactured utilizing DMC's explosion forming technology. We believe the acquisition will make this combination of companies particularly complementary." Separately, on January 5, 1998, DMC completed the acquisition of the assets and business of AMK Welding (AMK), headquartered in South Windsor, CT. AMK is a leading supplier of commercial aircraft and aerospace-related automatic and manual gas tungsten and arc welding (GTAW) services. AMK has considerable expertise in vacuum-controlled atmosphere purged chamber welding -- a critical capability when welding titanium, zirconium, high temperature nickel alloys and other speciality alloys. According to Lange, DMC's plans are to continue to operate AMK's business, to build on AMK's proprietary technologies, and to grow the organization's production capacity to satisfy customers' demands. The unaudited 1997 revenues for Spin Forge and AMK Welding were approximately $6.5 million and $1.2 million, respectively. Lange concluded, "These acquisitions are in line with our strategy to diversify DMC while building capabilities that complement our existing business. We continue to identify additional opportunities for acquisition and growth." Except for the historical information contained herein, this news release contains forward-looking statements that involve risks and uncertainties, including, but not limited to, the timing and size of orders by major customers, customer inventory levels, retention of key customers, shifts in product mix, the availability and timing of potential future acquisitions, the occurrence of acquisition-related costs, general economic conditions as they affect the Company's key customers, as well as the other risks detailed from time to time in the Company's SEC reports, including the report on Form 10-KSB for the year ended December 31, 1996. Based in Lafayette, Colorado, Dynamic Materials Corporation is an established leader in the use of high energy metal working, producing explosion bonded clad metal plates and a variety of metal fabrications for commercial aircraft, aerospace and defense industries. FOR MORE INFORMATION ON DYNAMIC MATERIALS CORPORATION VISIT THE COMPANY'S WEB SITE AT WWW.DYNAMICMATERIALS.COM # # # -----END PRIVACY-ENHANCED MESSAGE-----