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: January 5, 1998
PACIFIC SECURITY COMPANIES
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(Exact name of the registrant
as specified in its charter.)
Washington
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(State or other jurisdiction
of incorporation)
0-6673
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(Commission File Number)
91-0669906
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(IRS Employer I.D. Number)
N. 10 Post Street
525 Peyton Building
Spokane, Washington 99201
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(509) 624-0183
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Registrant's telephone number,
including area code
N/A
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(Former name or former address,
if changed from last report)
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ITEM 5. Other Events
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On January 5, 1998, in connection with pending litigation between the
Company and all of the Company's officers and directors ("the
Company") and certain minority shareholders of the Company, who are
children of Wayne E. Guthrie, the Company's Chief Executive Officer
and largest individual Company common shareholder ("the Minority
Shareholders"), the Company agreed to settle all claims of the
Minority Shareholders and redeem all Company common shares held by the
Minority Shareholders by paying approximately $317,000 in cash,
distributing Company real property with an agreed-upon value of
approximately $644,000 and the issuance of notes payable, bearing
interest at 7% per annum, aggregating approximately $729,000. The
Company acquired 408,419 of its common shares pursuant to this
agreement, which were retired. In addition, the Company obtained a
covenant not-to-compete for five years from one of the Minority
Shareholders in return for the issuance of a $125,000 note payable
bearing interest at 7% per annum. Concurrently, certain Company
officers and directors issued notes payable aggregating approximately
$236,000 to one of the Minority Shareholders. In connection with the
settlement, the Company also agreed to reimburse the Minority
Shareholders for legal costs aggregating $150,000.
As a result of the settlement, the Minority Shareholders and the
Company agreed to mutually release all parties from any and all claims
whatsoever past, present and future, and the Minority Shareholders
terminated all outstanding claims against the Company.
In January 1998, Mr. Wayne E. Guthrie repaid approximately $200,000
owing to the Company, which had been collateralized by Company
preferred stock held by Mr. Guthrie. Concurrently, the Company
redeemed and retired 2,000 shares of its preferred stock held by Mr.
Guthrie at face value of $200,000 for cash.
ALL OTHER ITEMS HAVE BEEN EXCLUDED FROM THIS FORM 8-K AS THEY ARE NOT
APPLICABLE.
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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 duly authorized.
PACIFIC SECURITY COMPANIES
Date: January 20, 1998 /s/Wayne E. Guthrie
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Wayne E. Guthrie, President
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