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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) DECEMBER 27, 2000
U.S. VISION, INC.
(Exact Name of Registrant as Specified in Charter)
DELAWARE 0-23397 22-3032948
(State or other jurisdiction of (Commission (I.R.S. employer
incorporation or organization) File Number) identification no.)
1 HARMON DRIVE, GLEN OAKS INDUSTRIAL PARK, GLENDORA, NEW JERSEY 08029
(Address of principal executive offices) (Zip Code)
(856) 228-1000
(Registrant's Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
On December 27, 2000, U.S. Vision, Inc. entered into a non-binding
letter of intent to be acquired by a group of stockholders consisting of George
E. Norcross, III, Joseph J. Roberts, Jr., and Philip A. Norcross. A copy of the
press release announcing that the letter of intent had been signed and the
letter of intent are attached hereto as Exhibits 99.1 and 99.2, respectively.
On December 27, 2000, when the press release was issued, no
representative of the general partner of Stolberg Partners, L.P. (the beneficial
owner of approximately 19% of the outstanding common stock of the Company) was
available to sign the letter of intent. Accordingly, the press release only
refers to owners of approximately 59% of the outstanding common stock of the
Company having indicated that they approved of and agreed to vote in favor of
the transaction. After the press release was issued, a representative of the
general partner of Stolberg Partners, L.P. signed the letter of intent, to be
effective as of December 27, 2000, thereby increasing the percentage of
outstanding common stock held by stockholders of the Company who indicated that
they approved of and agreed to vote in favor of the transaction to 78%.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
99.1 -- Press Release, dated December 27, 2000.*
99.2 -- Letter of Intent, dated December 27, 2000.*
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* Filed herewith.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
U.S. Vision, Inc. has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: January 5, 2001 U.S. VISION, INC.
By: /s/ George E. McHenry, Jr.
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George E. McHenry, Jr., Chief Financial Officer
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EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
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<S> <C>
99.1 -- Press Release dated December 27, 2000.*
99.2 -- Letter of Intent dated December 27, 2000.*
</TABLE>
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* Filed herewith.
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