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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) January 7, 2000
TRC COMPANIES, INC.
(Exact name of registrant as specified in its charter)
Delaware 1-9947 06-0853807
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(State or other jurisdiction of (Commission File (IRS Employer Identification
incorporation) Number) Number)
5 Waterside Crossing
Windsor, Connecticut 06095
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (860) 289-8631
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ITEM 2. ACQUISITION OF ASSETS
On January 7, 2000, the Company completed the acquisition of Hunter Associates
Texas, Ltd., a civil engineering firm headquartered in Dallas, Texas. The
purchase was effective January 1, 2000 and included Hunter's contracts, work in
progress and equipment. The sellers included the stockholders of Hunter's
general partner and the limited partners of the limited partnership. The
purchase price of approximately $3.4 million consisted of a combination of cash,
25,000 shares of the Company's common stock, a 5-year warrant to purchase 20,000
shares of the Company's common stock exercisable at $7.81 per share and a
holdback of approximately $.3 million. The Company could make additional
payments based upon revenue objectives in each of the years in the three-year
period ending December 31, 2002. The acquisition has been accounted for using
the purchase method of accounting. The cost of the acquisition in excess of the
fair value of the net assets acquired was approximately $1.7 million (before
contingent consideration), which is being amortized over 30 years on a
straight-line basis. The Company funded the cash portion of the purchase price
through its existing revolving credit facility.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) and (b) Financial Statements of Business Acquired and Pro Forma
Financial Information
These financial statements and pro forma financial information are in process of
being prepared and will be filed as an amendment to this report as soon as
practicable, but not later than July 14, 2000.
(c) Exhibits - none
SIGNATURE
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.
TRC COMPANIES, INC.
May 15, 2000 by: /s/ Harold C. Elston, Jr.
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Harold C. Elston, Jr.
Senior Vice President and Chief Financial Officer
(Chief Accounting Officer)
