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UNITED STATES
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): NOVEMBER 24, 1997
EVI, INC.
(Exact name of registrant as specified in charter)
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DELAWARE 1-13086 04-2515019
(State of Incorporation) (Commission File No.) (I.R.S. Employer Identification No.)
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5 POST OAK PARK, SUITE 1760,
HOUSTON, TEXAS 77027-3415
(Address of Principal Executive Offices) (Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (713) 297-8400
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Exhibit Index Appears on Page 4
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ITEM 5. OTHER EVENTS.
On November 19, 1997, EVI, Inc. (the "Company") entered into an
agreement with Taro Industries Limited, an Alberta corporation ("Taro"), under
which a Canadian subsidiary of the Company will be amalgamated with Taro
pursuant to a judicially approved plan of arrangement (the "Plan of
Arrangement"). Under the Plan of Arrangement, approximately 765,000 shares of
the Company's common stock, $1.00 par value, will be issued to the shareholders
of Taro in exchange for their shares of Taro stock.
Taro manufactures and sells through its Starburst Division memory
probes and optimizers, including both hardware and software. These products are
critical to providing well automation for artificial lift. Other segments of
Taro compete in the areas of gas compression and drilling equipment
distribution. Taro had sales for the nine months ended September 30, 1997, of
approximately $40 million. Taro is headquartered in Calgary, Alberta and its
common shares are listed on the Toronto Stock Exchange.
The Company's acquisition of Taro is subject to various conditions,
including approval of the Plan of Arrangement by the Court of Queen's Bench of
Alberta and the approval of the Plan of Arrangement by the Taro shareholders.
Although there can be no assurance that the Plan of Arrangement will close, the
Company currently anticipates that the acquisition will be consummated in the
first quarter of 1998.
A copy of the press release announcing the signing of the Taro
Agreement is filed as Exhibit 99.1 and is hereby incorporated herein by
reference.
Statements made herein that are forward-looking in nature are intended
to be "forward-looking statements" within the meaning of Section 21E of the
Securities Exchange Act of 1934. Although the Company believes that the
expectations described herein are reasonable, the actual results could differ
materially from those currently anticipated. Factors that could cause results
to differ materially include changes in industry conditions and demand for oil
and gas, changes in the market for artificial lift systems and progressing
cavity pumps and delays in the ability of the Company to fully integrate the
operations of Taro with the Company's existing operations.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
99.1 - Press Release of the Company dated November 19, 1997,
announcing the signing of the Taro Agreement.
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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.
EVI, INC.
Dated: November 24, 1997 /s/ Frances R. Powell
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Frances R. Powell
Vice President, Accounting
and Controller
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INDEX TO EXHIBITS
Number Exhibit
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99.1 Press Release of the Company dated November 19,
1997, announcing the signing of the Taro Agreement.
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EXHIBIT 99.1
EVI AGREES TO ACQUIRE TARO FOR $32 MILLION
November 19, 1997, Houston, Texas - EVI, Inc. (NYSE-EVI) today announced it has
signed a definitive agreement to acquire Taro Industries Limited (Toronto-TIN).
The terms of the agreement call for EVI to exchange .123 shares of EVI common
stock for each share of Taro outstanding. The total shares of EVI common stock
to be issued in the transaction is approximately 765,000. With $10 million in
net cash on the Taro balance sheet, the current cost of the transaction is
approximately $32 million. Taro, with headquarters in Calgary, Alberta, had
sales for the nine months ended September 30, 1997 of approximately $40
million.
Through its Starburst division, Taro has developed significant expertise in the
areas of memory probes and optimizers, both hardware and software. These
products are critical to providing well automation for artificial lift.
Coupled with its previous acquisition of McAllister Petroleum Services and its
own Northlander line of variable speed drives, the Company believes that the
acquisition of Taro will greatly enhance its ability to successfully market an
"intelligent" artificial lift system and more particularly an automated
progressing cavity pump. Other segments of Taro compete in the areas of gas
compression and drilling equipment distribution.
The acquisition of Taro is subject to various conditions including the approval
of the Taro shareholders. The acquisition is expected to close in January
1998.
EVI is an international manufacturer of engineered oilfield products. The
Company manufactures drilling tools, premium tubulars, marine connectors and
production equipment.
Contact:
James G. Kiley
Vice President and
Chief Financial Officer
(713)297-8400
