UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 17, 1997
CARRIAGE SERVICES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 1-11961 76-0423828
(State of Incorporation) (Commission File Number) (I.R.S. Employer
Identification No.)
1300 POST OAK BLVD., SUITE 1500, HOUSTON, TX 77056
(Address of principal executive offices) (Zip Code)
(281) 556-7400
(Registrant's telephone number, including area code)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On December 17, 1997, Carriage Services, Inc. (the "Company"), through its
wholly owned subsidiary, acquired all outstanding shares of common stock of
Johnson Mortuary and Crematory, Inc. Johnson Mortuary and Crematory, Inc.
operates one funeral home in Kalispell, Montana. This acquisition is referred to
as the "Acquired Business." The consideration for the acquisition consisted of
cash of approximately $2.3 million. The consideration was determined through
negotiations between the Company and representatives of the Acquired Business.
In connection with this acquisition, the Company entered into customary
employment, consulting and non-compete agreements with certain employees and
former owners of the Acquired Business. The acquisition will be accounted for
under the purchase method of accounting for financial reporting purposes.
The Company is not aware of any pre-existing material relationships between
(i) the Acquired Business or any if its shareholders, on the one hand, and (ii)
the Company, any of the Company's affiliates, directors and officers or any
associate of such directors and officers, on the other.
The Company also completed the acquisition of several other businesses (the
"Other Acquisitions") since January 1, 1997. None of the Other Acquisitions
(other than ones previously filed on Form 8-K) is believed to be individually
material to the results of operations or financial condition of the Company.
However, the acquisition of the Acquired Business and the acquisition of the
Other Acquisitions may require the filing of financial statements and pro forma
financial information pursuant to Rules 3-05(b)(1)(i) and 11-01(c) of Regulation
S-X to the extent such businesses would collectively constitute a "significant
subsidiary" under such Rules.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) FINANCIAL STATEMENTS OF THE BUSINESS ACQUIRED
The Company believes that it is impractical to provide financial
statements of the Acquired Business on the date of this filing, and will, if
required, file such financial statements when available but not later than 60
days after the date on which this Current Report on Form 8-K must be filed.
(b) PRO FORMA FINANCIAL INFORMATION
The Company believes that it is impractical on the date of this filing to
provide pro forma financial information reflecting the Company's
acquisitions, and the Company will, if required, file such financial
information when available but not later than 60 days after the date on which
this Current Report on Form 8-K must be filed.
(c) EXHIBITS. None
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Current Report to be signed on its behalf by the
undersigned, thereunto duly authorized.
CARRIAGE SERVICES, INC.
Dated: December 31, 1997 By: /s/ THOMAS C. LIVENGOOD
Thomas C. Livengood
Executive Vice President and
Chief Financial Officer
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