8-K 1 a10-4900_18k.htm 8-K

 

 

UNITED STATES

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)  March 3, 2010 (February 26, 2010)

 

UNITED STATIONERS INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

0-10653

 

36-3141189

(State or other jurisdiction
of incorporation)

 

(Commission File Number)

 

(IRS Employer
Identification No.)

 

One Parkway North Blvd.

Suite 100

Deerfield, Illinois

 

60015-2559

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code  (847) 627-7000

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


 

Item 1.01               Entry Into a Material Definitive Agreement.

 

Agreement for the Purchase and Sale of Stock

 

On February 26, 2010, the Registrant’s wholly-owned subsidiary, United Stationers Supply Co., acquired all of the outstanding capital stock of MBS Dev, Inc. for a purchase price of $15 million and an additional $3 million earn-out based upon the achievement of certain financial goals.

 

The Agreement for Purchase and Sale of Stock (the “Agreement”) contains customary representations, warranties and covenants.  The Agreement also contains customary indemnification provisions pursuant to which the parties agree to indemnify each other for certain matters, including, among other things, for breaches of representations, warranties and covenants in connection with the transaction.

 

On March 1, 2010, the Registrant issued a press release announcing the transaction, a copy of which is filed as Exhibit 99.1 hereto and is incorporated herein by reference.

 

Item 9.01               Financial Statements and Exhibits.

 

The following exhibits are filed herewith:

 

99.1   Press Release, dated  March 1, 2010

 

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.

 

 

 

UNITED STATIONERS INC.

 

 

 

 

 

 

Date: March 3, 2010

 

/s/Eric A. Blanchard

 

 

Senior Vice President, General Counsel and

 

 

Secretary

 

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UNITED STATIONERS INC.

EXHIBIT INDEX TO CURRENT REPORT ON FORM 8-K

DATED March 1, 2010

 

Exhibit No.

 

Description

 

Method of Filing

99.1

 

Press Release, dated March 1, 2010

 

Included herewith

 

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