U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): November 16, 1999
CTI INDUSTRIES CORPORATION
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(Exact Name of Registrant as Specified in its Charter)
Delaware 0-23115 36-2848943
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(State or Other (Commission File Number) (IRS Employer
Jurisdiction of Identification No.)
Incorporation)
2216 North Pepper Road, Barrington, Illinois 60010
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(Address of Principal Executive Offices) (Zip Code)
(847) - 382-1000
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(Registrant's Telephone Number, including Area Code)
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Item 5. Other Events
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On November 16, 1999, the Registrant announced that it acquired
additional shares of capital stock of PTF Industries, S.A. de C.V., Guadalajara,
Mexico, a manufacturer of latex balloons ("PTF"), and now owns approximately 72%
of the outstanding capital stock of PTF. The transaction was concluded through
an agreement with a principal shareholder of PTF and by approval of the
requisite number of PTF shareholders at a shareholders' meeting held on November
12, 1999. In the transaction, the Registrant allowed PTF to capitalize certain
of PTF's outstanding indebtedness to the Registrant, amounting to approximately
$975,000, together with certain equipment with a total value of approximately
$745,000, both in exchange for capital stock of PTF. In addition, the Registrant
agreed to purchase additional shares of stock from some PTF shareholders, and
has the right to acquire substantially all of the remaining outstanding stock of
PTF from another shareholder. At the shareholders' meeting, PTF's name was
changed to CTI Mexico S.A. de C.V.
The Company further announced that the PTF share acquisition
transaction will allow all operations and financial results of PTF and the
Registrant to be consolidated and coordinated, which will better reflect overall
sales and margins. In addition, the Registrant announced that it has recently
concluded an arrangement with PTF to supply latex balloons to a major retail
chain in the United States. The Registrant's common stock is traded on the
NASDAQ SmallCap Market under the symbol CTIBD.
Item 7(c). Exhibits
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A copy of press release dated November 16, 1999.
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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.
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.
CTI Industries Corporation
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(Registrant)
Date: November 30, 1999 By: /s/ Howard W. Schwan
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Howard W. Schwan, President
NEWS RELEASE
For Immediate Release
For Further Information Contact:
Stephen M. Merrick Alan R. Refkin
Executive Vice President Thornhill Capital LLC
CTI Industries Corporation (217) 546-2968
(847) 382-1000
CTI INDUSTRIES CORPORATION ANNOUNCES ACQUISITION OF
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MAJORITY INTEREST IN PTF INDUSTRIAS
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BARRINGTON, ILLINOIS, November 16, 1999 -- CTI Industries Corporation (NASDAQ
Small Cap-CTIBD), an international manufacturer and marketer of mylar and latex
balloons and specialty, laminated and printed films, today announced that it has
acquired additional shares of capital stock of PTF Industrias, S.A. de C.V.,
Guadalajara, Mexico, a manufacturer of latex balloons, and now owns
approximately 72% of the outstanding capital stock of PTF. The transaction was
concluded through an agreement with a principal shareholder of PTF and by
approval of the PTF shareholders at a shareholder meeting held on November 12,
1999. In the transaction, the company contributed to the capital of PTF certain
outstanding indebtedness of PTF to the company in the amount of approximately
$975,000 and certain equipment valued in total at approximately $745,000 in
exchange for capital stock of PTF. In addition, the company has agreed to
purchase shares of stock from some PTF shareholders and has the right to acquire
substantially all of the remaining outstanding stock of PTF from another
shareholder. At the shareholders' meeting, PTF's name was changed to CTI Mexico
S.A. de C.V.
Howard Schwan, President of the company, stated: "We believe the transaction
will be very beneficial to our company, enabling us to consolidate and
coordinate all of our operations."
"PTF's financial results will now be consolidated with ours" he said, "better
reflecting our overall sales and results and our margins."
"Moreover, the transaction comes at a particularly good time as PTF and CTI have
just concluded an arrangement to supply latex balloons to a major US retail
chain"
CTI Industries Corporation, based in suburban Chicago, manufactures and
distributes mylar balloons and latex balloons throughout the United States and
in over 30 other countries, and manufactures printed, specialty and laminated
films for packaging and other commercial uses. CTI's common stock is traded on
the NASDAQ Small Cap Market under the symbol CTIBD.
This press release may contain forward-looking statements within the meaning of
Section 17A of the Securities Act and Section 21E of the Securities Exchange
Act. Actual results could differ materially from those projected in the
forward-looking statements, which involve a number of risks and uncertainties,
including (i) the risks of generating and maintaining sales in a highly
competitive market, (ii) the ability of the Company to enter into or maintain
contracts or relationships with customers, distributors, licensors and
suppliers, (iii) manufacturing risks, as well as other risks and uncertainties
reported by the Company in its SEC filings, and such statements should also be
considered in conjunction with cautionary statements contained in the Company's
most recent filing with the Securities and Exchange Commission on Form 10-KSB.
