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 13, 1995
CLARK EQUIPMENT COMPANY
(Exact name of registrant as specified in its charter)
Delaware 1-5646 38-0425350
(State or other juris- (Commission (IRS Employer
diction of incorporation) File Number) Identification Number)
100 North Michigan Street
P. O. Box 7008
South Bend, Indiana
(Address of principal 46634
executive offices) (Zip Code)
Registrant's telephone number (219) 239-0100
including area code
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
VME Group N.V. ("VME") was a joint venture owned 50% by Aktiebolaget Volvo
of Sweden ("Volvo") and 50% by Clark-Hurth Components Marketing Company
("CHCMC"), a wholly-owned subsidiary of the Registrant.
On April 13, 1995, CHCMC sold all of its shares of VME to Volvo for a
purchase price of $560 million. In addition on, or immediately prior to,
the closing VME paid (1) CHCMC a dividend of $13 million and (2) Registrant
the remaining unpaid principal balance of $35 million plus all accrued
interest owed pursuant to a Promissory Note dated December 23, 1992 from
VME to Registrant.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Financial Statements
A pro forma Balance Sheet of Registrant, which reflects the sale of VME,
along with a description of the pro forma adjustments is attached as page
3.
A pro forma Income Statement is not included with this Form 8-K because VME
was treated as a discontinued operation in the financial statements
included in Registrant's Form 10-K for the year 1994.
Exhibits
See attached Exhibit Index.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
CLARK EQUIPMENT COMPANY
/s/ John J. Moran, Jr.
John J. Moran, Jr.
Assistant Secretary
Date: April 21, 1995
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CLARK EQUIPMENT COMPANY
PRO-FORMA BALANCE SHEET
DECEMBER 31, 1994
(Dollars in Millions)
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BALANCES AT
DECEMBER 31, 1994
AFTER CLARK PRO-FORMA
PURCHASE OF PRO-FORMA ADJUSTMENTS BALANCE
CLUB CAR, INC.(A) DEBITS CREDITS SHEET
<S> <C> <C> <C> <C>
ASSETS:
CASH $96.6 $465.6 (1) $100.0 (2) $462.2
ACCOUNTS RECEIVABLE 136.3 136.3
INVENTORIES 145.0 145.0
DEFERRED TAXES - NET 24.4 24.4
OTHER CURRENT ASSETS 10.9 10.9
TOTAL CURRENT ASSETS 413.2 465.6 100.0 778.8
INVESTMENT AND ADVANCES -
ASSOCIATED COMPANIES 12.6 12.6
INVESTMENT IN DISCONTINUED
OPERATIONS - VME GROUP N.V. 195.9 195.9 (1) -
DEFERRED TAX ASSETS - NET 100.4 100.4
PROPERTY, PLANT & EQUIPMENT - NET 208.7 208.7
GOODWILL 387.0 387.0
OTHER ASSETS 44.0 44.0
TOTAL ASSETS $1,361.8 $465.6 $295.9 $1,531.5
LIABILITIES AND STOCKHOLDER'S EQUITY:
CURRENT LIABILITIES:
NOTES PAYABLE $11.9 $11.9
ACCOUNTS PAYABLE AND ACCRUALS 178.8 178.8
ACCRUED POSTRETIREMENT BENEFITS 21.1 21.1
DEFERRED INCOME TAXES 1.0 1.0
CURRENT INSTALLMENTS OF
LONG-TERM DEBT 17.8 17.8
TOTAL CURRENT LIABILITIES 230.6 230.6
LONG-TERM BORROWINGS 327.8 100.0 (2) 227.8
OTHER NON-CURRENT LIABILITIES 98.9 98.9
ACCRUED POSTRETIREMENT BENEFITS 241.8 241.8
DEFERRED INCOME TAXES 10.5 10.5
TOTAL LIABILITIES 909.6 100.0 809.6
STOCKHOLDERS' EQUITY 452.2 269.7 (1) 721.9
TOTAL LIABILITIES AND EQUITY $1,361.8 $100.0 $269.7 $1,531.5
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LEGEND:
(A) THIS BALANCE SHEET REPRESENTS THE PRO-FORMA BALANCE SHEET INCLUDED IN THE 8-K
DATED MARCH 13, 1995 WHICH INCLUDES THE IMPACTS OF THE ACQUISITION OF CLUB CAR, INC.
(1) THIS ENTRY REFLECTS THE PROCEEDS AND THE GAIN ON THE SALE OF VME. THE ENTRY
TO CASH IS NET OF THE EXPENSES ($12.6 MILLION) AND TAXES RELATED TO THE SALE
($129.8 MILLION). THE PROCEEDS INCLUDE PAYMENT OF A $35 MILLION LOAN TO VME WHICH
WAS REPAID CONCURRENT WITH THE SALE.
(2) THIS ENTRY REFLECTS THE REPAYMENT OF DEBT UNDER THE COMPANY'S REVOLVING LOAN
AGREEMENT WHICH WAS ASSUMED TO BE BORROWED TO PARTIALLY FUND THE ACQUISITION
OF CLUB CAR, INC.
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EXHIBITS LIST AND INDEX
Exhibit Filed Herewith Unless
Number Description Otherwise Indicated
(2) Stock Purchase Agreement Incorporated by reference
dated as of March 5, 1995 to Exhibit 2(e) to
by and among Aktiebolaget Registrant's Form 10-K
Volvo, Clark Equipment for the year 1994
Company and Clark-Hurth
Components Marketing Company
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