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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):
April 1, 1998
MAC-GRAY CORPORATION
(Exact Name of Registrant as specified in its charter)
Delaware 011-13495 04-3361982
(State or other jurisdiction (Commission File (I.R.S. Employer
of incorporation) Number) Identification No.)
22 Water Street, Cambridge, Ma 02141
(Address of principal executive offices and zip code)
(617) 492-4040
(Registrant's telephone number, including area code)
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Item 5. Other Events
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On April 1, 1998, Mac-Gray Corporation issued the press
release attached as Exhibit 99.1 to this Current Report on Form 8-K.
Item 7. Financial Statements, Pro Forma Financial Statements and Exhibits
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(c) Exhibits
Exhibit No. Description
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99.1 Press release announcing the execution of a definitive agreement
to acquire Copico, Inc.
2
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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 hereunto duly authorized.
Dated: April 1, 1998 MAC-GRAY CORPORATION
By: /s/ Patrick A. Flanagan
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Patrick A. Flanagan
Executive Vice President and Secretary
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Exhibit Index
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Exhibit No. Description
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99.1 Press release announcing the execution of a definitive agreement
to acquire Copico, Inc.
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Exhibit 99.1
Wednesday, April 1, 10:00 am Eastern Time
Company Press Release
Source: Mac-Gray Corporation
MAC-GRAY CORPORATION
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TO ACQUIRE COPICO
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CAMBRIDGE, Mass., April 1 /PRNewswire/ -- Mac-Gray Corporation (NYSE: TUC -
news) announced the signing of a definitive agreement to acquire 100 per cent of
the outstanding stock of Copico, Inc.
Copico, founded in 1978, is the major provider of card- and coin-operated
reprographics equipment and services to the academic and public library markets
in New England, New York, and Florida. Copico had revenues of $7.1 million in
the fiscal year ended January 1, 1998, its second consecutive year of revenue
growth exceeding 20 per cent.
Under the terms of the agreement, Copico is being acquired for approximately
$10.95 million in cash, less the assumption of certain debt, and 250,000 shares
of Mac-Gray common stock.
Copico provides and services copiers, laser printers, and microform
reader-printers for the libraries of colleges, universities and graduate
schools. Copico is also the sole provider of reprographics services to the New
York public library system as well as other public libraries. Most of the
company's equipment is operated by debit cards. The company currently serves
more than 250 institutions in New England, New York and Florida, and has
operations facilities in New York City, Canton, MA and Miramar, FL.
Mac-Gray, founded in 1927, is one of North America's leading providers of card-
and coin-operated laundry services and related amenities to the multi-housing
industry, and is the largest provider of such services to the college and
university market. Through its MicroFridge/(R)/ division, the company is also
the sole provider of MicroFridge products for the academic and government
housing markets. Mac-Gray is the industry leader in smart-card operated laundry
equipment, which eliminates the need for coins, and thus enhances customer
convenience.
Robert W. LaRoche, President of Copico, said: "The merger with Mac-Gray is
exciting. Their financial strength, market penetration, and marketing
capabilities offer us unlimited opportunities for growth. We have built Copico
with an unparalleled reputation for premium service, and joining Mac-Gray is
going to dramatically increase our ability to deliver that standard to more
customers."
According to Stewart MacDonald, Mac-Gray's Chairman and CEO: "This acquisition
is another step in our strategic plan to develop a package of multiple amenities
for our customers. Merging the leading provider of vended reprographics in the
academic library market with our own significant share of the college and
university market is going to work to our customers' and shareholders' benefit.
We can now offer a wide array of our customers a superior combination of laundry
products and services, reprographics, and MicroFridge products. Three important
amenities can now be obtained from one company with a strong reputation for
customer service."
The transaction is expected to close in the second quarter.
Certain matters discussed in this press release may constitute forward-looking
statements within the meaning of the federal securities laws. The acquisition of
Copico is subject to certain closing conditions, including regulatory approvals,
which may impact the timing or completion of the acquisition. Actual results and
the timing of certain events could differ materially from those projected in or
contemplated by the forward-looking statements due to a number of factors,
including the ability of Mac-Gray to successfully integrate Copico's operations
into Mac-Gray's operations, the impact of Mac-Gray's growth activities on its
operating activities, competition in the reprographics industry, general
economic conditions, the availability of equity and debt financing, fluctuations
in interest rates and other rates and other risks detailed from time to time in
the filings of Mac-Gray Corporation with the Securities and Exchange Commission,
including quarterly reports on Form 10-Q, reports on Form 8-K and annual reports
on Form 10-K. Reference is hereby made specifically to "Management's Discussion
and Analysis of Financial Condition and Results of Operations -- Important
Factors Regarding Future Results" set forth in the Form 10-K for the year ended
December 31, 1997, filed by Mac-Gray Corporation with the Securities and
Exchange Commission.
