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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
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) May 7, 1999
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THE PARTS SOURCE, INC.
(Exact Name of Registrant as Specified in Its Charter)
Florida
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(State or Other Jurisdiction of Incorporation)
0-27864 59-3149403
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(Commission File No.) (IRS Employer Identification No.)
1751 South Missouri Avenue, Clearwater, Florida 33756
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(Address of Principal Executive Offices) (Zip Code)
(727) 588-0377
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(Registrant's Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed Since Last Report)
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INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 2. OTHER EVENTS.
On May 7, 1999, at the Special Meeting of the Shareholders of The
Parts Source, Inc., d/b/a/ Ace Auto Parts, Parts Source Shareholders approved
the Stock Purchase Agreement dated February 16, 1999 between the Company and
General Parts, Inc., a privately owned company headquartered in Raleigh, North
Carolina. The merger became effective on May 7, 1999, the date the Articles of
Merger became effective with the Secretary of State of Florida. At the
effective time, each share of Parts Source common stock issued and outstanding
ceased to be outstanding and was converted into the right to receive from
General Parts a cash payment in the amount of $3.00. The amount of such
consideration was determined on the basis of arms length negotiations between
The Parts Source and General Parts. The existence of The Parts Source shall
continue under the laws of the State of Florida and The Parts Source became a
wholly owned subsidiary of General Parts.
Concurrently with the filing of this Form 8-K, The Parts Source will
also file a Form 15 giving notice of the suspension of The Parts Source's duty
to file reports under Sections 13 and 15(d) of the Securities Exchange Act of
1934.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
c. Exhibits.
*10.1 Stock Purchase Agreement, dated February 16, 1999, by and
among Thomas D. Cox and Robert A. Cox (Stockholders), The
Parts Source, Inc., d/b/a Ace Auto Parts (Seller), and
General Parts, Inc. (Purchaser).
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* Incorporated by reference to The Parts Source, Inc. Form 8-K
filed February 22, 1999.
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, hereto duly authorized.
THE PARTS SOURCE, INC.
(Registrant)
/s/ Thomas D. Cox
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Date: May 7, 1999 Thomas D. Cox, President
and Chief Executive Officer
