-----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, EHWZLtjO0IDjzFeYFj4XQclpXTmpFf9uPdI7ztnMlkcfuDWmak1reZfNWtUTf3y6 /+9Wk2a2M5yecZRZXlbuEg== 0000950134-98-000420.txt : 19980122 0000950134-98-000420.hdr.sgml : 19980122 ACCESSION NUMBER: 0000950134-98-000420 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980120 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19980121 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: PROTECTION ONE INC CENTRAL INDEX KEY: 0000916230 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS BUSINESS SERVICES [7380] IRS NUMBER: 931063818 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-24780 FILM NUMBER: 98510500 BUSINESS ADDRESS: STREET 1: 6011 BRISTOL PKWY CITY: CULVER CITY STATE: CA ZIP: 90230 BUSINESS PHONE: 3103386930 MAIL ADDRESS: STREET 1: 3900 SW MURRAY BLVD CITY: BEAVERTON STATE: OR ZIP: 97005 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PROTECTION ONE ALARM MONITORING INC CENTRAL INDEX KEY: 0000916310 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS BUSINESS SERVICES [7380] IRS NUMBER: 931065479 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-12181 FILM NUMBER: 98510501 BUSINESS ADDRESS: STREET 1: 6011 BRISTOL PKWY CITY: CULVER CITY STATE: CA ZIP: 90230 BUSINESS PHONE: 3103386930 MAIL ADDRESS: STREET 1: 3900 SW MURRAY BLVD CITY: BEAVERTON STATE: OR ZIP: 97005 8-K 1 FORM 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 January 20, 1998 event reported) ------------------------------------- Protection One, Inc. Protection One Alarm Monitoring, Inc. ------------------------------- ------------------------------------- (Exact Name of Registrant (Exact Name of Registrant as Specified in Charter) as Specified in Charter) Delaware Delaware ------------------------------- ----------------------------------- (State or Other Jurisdiction (State or Other Jurisdiction of Incorporation) of Incorporation) 0-247802 33-73002-1 ------------------------------- ----------------------------------- (Commission File Number) (Commission File Number) 93-1063818 93-1065479 ------------------------------- ----------------------------------- (I.R.S. Employer (I.R.S. Employer Identification No.) Identification No.) 6011 Bristol Parkway 6011 Bristol Parkway Culver City, California 90230 Culver City, California 90230 ------------------------------- ----------------------------------- (Address of Principal Executive (Address of Principal Executive Offices, Including Zip Code) Offices, Including Zip Code) (310) 342-6300 (310) 342-6300 ------------------------------- ----------------------------------- (Registrant's Telephone Number, (Registrant's Telephone Number, Including Area Code) Including Area Code) N/A N/A ------------------------------- ----------------------------------- (Former Name or Former Address, (Former Name or Former Address, if Changed Since Last Report) if Changed Since Last Report) 2 Item 5. Other Events. On January 20, 1998, Protection One, Inc. issued a press release disclosing that it entered into an agreement to acquire the assets and subscribers of Multimedia Security Service, Inc. Such press release is attached hereto as Exhibit 99.1, and is incorporated herein by this reference. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits. 99.1 Press release dated as of January 20, 1998 issued by Protection One, Inc. 1 3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, each Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Protection One, Inc. Protection One Alarm Monitoring, Inc. January 21, 1998 By:/s/ JOHN W. HESSE ---------------------------------- John W. Hesse Executive Vice President and Chief Financial Officer 2 4 EXHIBIT INDEX Exhibit Number Description of Exhibit -------------- ---------------------- 99.1 Press release dated as of January 20, 1998 issued by Protection One, Inc. EX-99.1 2 PRESS RELEASE 1 EXHIBIT 99.1 FOR FURTHER INFORMATION CONTACT: Mr. John W. Hesse Executive Vice President and Chief Financial Officer (972) 916-6102 or Montgomery W. Cornell, Treasurer (972) 916-6044 Protection One, Inc. www.protectionone.com FOR IMMEDIATE RELEASE PROTECTION ONE ESTABLISHES POSITION AS SECOND LARGEST SECURITY COMPANY IN THE UNITED STATES THROUGH ACQUISITION OF APPROXIMATELY 140,000 SUBSCRIBERS AND ASSETS OF MULTIMEDIA SECURITY Culver City, California, January 20, 1998 - Protection One (Nasdaq: ALRM) announced today that it will acquire the subscribers and assets of Multimedia Security Services, Inc. ("Multimedia"), the nation's 10th largest monitored alarm company, for approximately $220 million in cash. The acquisition, expected to close later in the first quarter of 1998, will position Protection One as the second largest security company in the United States. Multimedia, a subsidiary of the Gannett Co., Inc., has approximately 140,000 subscribers primarily in California, Florida, Kansas, Oklahoma and Texas. Protection One will offer employment to all of Multimedia's approximately 560 employees and expects to maintain Multimedia's state-of-the-art monitoring center and call center in Wichita, Kansas. "We are gratified to have the opportunity to acquire the excellent operations, assets and employees of Multimedia," said James M. Mackenzie, Jr., Protection One's president and chief executive officer. "Multimedia is recognized industrywide as one of the highest quality providers of residential security alarm services in the country." Mackenzie said that with Multimedia's subscriber base in key growth markets, it provides a natural overlay on Protection One's existing branch network and offers further opportunities for growth. "We also are gaining a modern, high capacity monitoring and call center that will complement our existing operations and a growing dealer program that increases our new account production by 15% immediately," said Mackenzie. "This acquisition cements our position as the second largest provider of security services in the country and demonstrates our resolve to become the largest residential security alarm company in the future." 2 The acquisition is subject to the satisfaction of customary conditions, for transactions of this size. Statements contained in this press release concerning the Company's outlook for fiscal year 1998, competitive position and other statements of management's beliefs, goals and expectations are "forward-looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995, and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in or implied by the statements. These risks and uncertainties include the ability of the Company to add accounts through the Dealer Program, acquisitions and strategic alliances and other factors described in the cautionary statements included in Protection One's prospectus dated January 2, 1997 (pages 5-11), which statements are incorporated herein by reference. Protection One disclaims any obligation to update any forward-looking statement as a result of developments occurring after the date of this press release. Protection One, one of the largest security alarm companies in the United States, provides monitoring and related security services to residential and commercial subscribers across the nation. --END-- -----END PRIVACY-ENHANCED MESSAGE-----