-----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, BKp81cJ44TutHjTMfTfZFkurXacAmWc2bk+4iUhBpt2MsuK5nP/Ic4mQTMujoVpG WC6/8JXupVHTDbXl3Vhi6w== /in/edgar/work/20000907/0000055805-00-000016/0000055805-00-000016.txt : 20000922 0000055805-00-000016.hdr.sgml : 20000922 ACCESSION NUMBER: 0000055805-00-000016 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20000626 ITEM INFORMATION: FILED AS OF DATE: 20000907 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KINARK CORP CENTRAL INDEX KEY: 0000055805 STANDARD INDUSTRIAL CLASSIFICATION: [3470 ] IRS NUMBER: 710268502 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: SEC FILE NUMBER: 001-03920 FILM NUMBER: 718175 BUSINESS ADDRESS: STREET 1: 2250 EAST 73RD STREET STREET 2: SUITE 300 CITY: TULSA STATE: OK ZIP: 74136-6832 BUSINESS PHONE: (918)494-0964 MAIL ADDRESS: STREET 1: 2250 EAST 73RD STREET STREET 2: SUITE 300 CITY: TULSA STATE: OK ZIP: 74136-6832 FORMER COMPANY: FORMER CONFORMED NAME: KIN ARK OIL CO DATE OF NAME CHANGE: 19690601 FORMER COMPANY: FORMER CONFORMED NAME: KIN ARK OIL & GAS CO DATE OF NAME CHANGE: 19680906 8-K/A 1 0001.txt SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 ============================================================================== FORM 8-KA CURRENT REPORT Pursuant to Section 13 or 15(d)of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 26, 2000 KINARK CORPORATION --------------------------------- (Exact name of registrant as specified in its charter) Delaware 1-3920 71-0268502 ------------ -------------- ------------- (State or other (Commission File Number) (IRS Employer jurisdiction of Identification No.) Incorporation) 2250 East 73rd Street, Suite 300, Tulsa, Oklahoma 74136 ------------------------------------------------- -------- (Address of principal executive offices) (Zip Code) (918) 494-0964 ---------------- (Registrant's telephone number, including area code) ============================================================================== Item 2. Acquisition or Disposition of Assets On June 26, 2000, the Company sold all of the common stock of Lake River Corporation to LRT Holding Company, Inc., pursuant to a stock purchase agreement dated June 23, 2000, in exchange for cash in the amount of $26,400. Such amount is subject to adjustment based upon certain accounts receivable and accounts payable levels as described in the attached stock purchase agreement. On June 26, 2000, the Company sold all of the common stock of North American Warehousing Company to NAWC Holding Company, Inc., pursuant to a stock purchase agreement dated June 23, 2000, in exchange for cash in the amount of $166,000. Such amount is subject to adjustment based upon certain accounts receivable and accounts payable levels as described in the attached stock purchase agreement. The Company estimates these transactions resulted in a net loss of approximately $490,000 and $205,000 for Lake River Corporation and North American Warehousing Company, respectively, which it expects to report in the second quarter 2000 as a loss on the disposal of business segments. Lake River Corporation and North American Warehousing Company, both located in the Chicago area, represented approximately 15% of the Company's 1999 sales. Lake River Corporation conducts business primarily in the storage and trans-shipment of bulk liquid chemicals. North American Warehousing Company is involved in the warehousing and trans-shipment of drummed and dry chemicals. Both of the acquiring corporations are controlled by members of the existing management of Lake River Corporation and North American Warehousing Company. The attached stock purchase agreements and press release are hereby incorporated by reference in this Current Report on Form 8-K. Item 7. Financial Statements and Exhibits. (b) Pro forma financial information. It is impractical to provide the required pro forma financial information at the date of the filing of this Form 8-K. The required pro forma financial information will be provided as soon as practicable but not later than 60 days after the date on which this Form 8-K is filed. (c) Exhibits: 2.1 Stock Purchase Agreement by and between Kinark Corporation and LRT Holding Company, Inc. 2.2 Stock Purchase Agreement by and between Kinark Corporation and NAWC Holding Company, Inc. 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. KINARK CORPORATION (Registrant) Date: September 7, 2000 By: /s/ Paul R. Chastain ----------------- -------------------- Paul R. Chastain Vice President and Chief Financial Officer EX-99 2 0002.txt KINARK CORPORATION AND SUBSIDIARY UNAUDITED PRO FORMA BALANCE SHEET DECEMBER 31, 1999 Pro Forma Kinark Pro Forma As (Dollars in Thousands) 12/31/99 Adjustments Adjusted -------- ----------- --------- ASSETS - ------ Cash & cash equivalents $ 253 $ (85) $ 168 Trade receivables, net 6,229 (912) 5,317 Inventories 4,799 (28) 4,771 Other current assets 629 (95) 534 Deferred tax asset, net 693 (162) 531 Net assets of discontinued operations --- 1,254 1,254 ------ ------ ------ Current Assets 12,603 (28) 12,575 Property, plant and equipment, net 18,160 (1,488) 16,672 Goodwill 3,765 --- 3,765 Other assets 181 (76) 105 ------ ------ ------ Total Assets $ 34,709 $ (1,592) $ 33,117 ====== ====== ====== LIABILITIES & STOCKHOLDERS' EQUITY - ---------------------------------- Current portion of long- term obligations $ 1,131 $ (12) $ 1,119 Trade accounts payable 1,404 (214) 1,190 Accrued liabilities 2,868 (1,209) 1,659 ------ ------ ------ Current Liabilities 5,403 (1,435) 3,968 Deferred tax liability, net 458 --- 458 Pension & related liabilities 309 (156) 153 Long-term obligations 9,986 (1) 9,985 ------ ------ ------ Total Liabilities 16,156 (1,592) 14,564 Common stock 819 --- 819 Additional paid-in capital 17,364 --- 17,364 Retained earnings 6,350 --- 6,350 Treasury stock (5,980) --- (5,980) ------ ------ ------ Total Stockholders' Equity 18,553 --- 18,553 Total Liabilities and Stockholders' Equity $ 34,709 $ (1,592) $ 33,117 ====== ====== ====== EX-99 3 0003.txt KINARK CORPORATION AND SUBSIDIARY UNAUDITED PRO FORMA STATEMENT OF INCOME YEAR ENDED DECEMBER 31, 1999 Pro Forma Kinark Adjustments Pro Forma (Dollars in Thousands Year Ended Year Ended As Except Per Share Amounts) 12/31/99 12/31/99 Adjusted - ------------------------ ---------- ----------- --------- Sales $ 45,058 $ (7,217) $ 37,841 Cost of sales 33,185 (5,918) 27,267 ------ ------ ------ Gross profit 11,873 (1,299) 10,574 Selling, general & administrative 6,459 (436) 6,023 Depreciation & amortization 3,045 (447) 2,598 ------ ------ ------ Operating income 2,369 (416) 1,953 Interest expense, net 729 --- 729 Other expense, net 208 --- 208 ------ ------ ------ Income before income taxes 1,432 (416) 1,016 Income tax expense 635 (158) 477 ------ ------ ------ Income From Continuing Operations 797 (258) 539 Income From Discontinued Operations, net of income taxes --- 258 258 ------ ------ ------ Net Income $ 797 $ --- $ 797 ====== ====== ====== Net Income Per Common Share Continuing Operations: Basic and Diluted $ .12 $ .08 Discontinued Operations: Basic and Diluted --- .04 Net Income: Basic and Diluted $ .12 $ .12 Operating and Other Data: EBITDA $ 5,206 $ (863) $ 4,343 Capital expenditures 5,511 (247) 5,264 Cash interest paid 781 --- 781 -----END PRIVACY-ENHANCED MESSAGE-----