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UNITED STATES
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): March 1, 2000
AMERICAN PLUMBING & MECHANICAL, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 333-81139 76-0577626
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
1905 Louis Henna Blvd.
Round Rock, Texas 78664
(Address of principal executive offices) (Zip Code)
(512) 246-5200
(Registrant's telephone number, including area code)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On March 1, 2000, American Plumbing & Mechanical, Inc. (the "Company")
consummated the acquisition of all of the issued and outstanding capital stock
and membership interest of Lindy Dennis Industries, Inc. and its related
affiliates (collectively, "LDI"). LDI, headquartered in Corona, California with
satellite offices in Northern California and Las Vegas, operates primarily as a
heating, ventilation and air conditioning contractor specializing in
multifamily construction. The consideration paid by the Company for LDI was
determined through negotiations between representatives of the Company and LDI
and consisted of an aggregate of 1,346,154 shares of common stock of the
Company and approximately $12 million in cash. The cash portion of the
consideration paid for LDI was funded through borrowings under the Company's
existing $95 million line of credit facility. The Company intends to continue
using the assets of LDI in the heating, ventilation and air conditioning
contracting business.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(A-B) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED AND PRO FORMA
FINANCIAL INFORMATION
The financial statements and pro forma financial information required
pursuant to this Item 7 with respect to the acquisition as described in Item 2
above will be filed by amendment hereto within the time period required by Item
7 of Form 8-K.
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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.
AMERICAN PLUMBING & MECHANICAL, INC.
By: /s/ David C. Baggett
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David C. Baggett
Senior Vice President and Chief
Financial Officer
Date: March 16, 2000