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
March 22, 1999
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Date of Report (Date of earliest event reported)
CPAC, INC
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(Exact Name of registrant as specified in its charter)
New York 0-9600
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State or other jurisdiction Commission File Number
of incorporation
16-0961040
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IRS Employer ID Number
2364 Leicester Road, Leicester, New York 14481
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(Address of Principal Executive Offices
(716) 382-3223
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(Registrant's telephone number, including area code)
The Exhibit Index is found on page 6 of this Current Report.
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ITEM 1: CHANGES IN CONTROL OF REGISTRANT
Not Applicable
ITEM 2: ACQUISITION OR DISPOSITION OF ASSETS
Not Applicable
ITEM 3: BANKRUPTCY OR RECEIVERSHIP
Not Applicable
ITEM 4: CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Not Applicable
ITEM 5: OTHER EVENTS
Mr. Robert C. Isaacs has accepted the position of Senior Vice
President and Chief Operating Officer of the Registrant, effective March 22,
1999. Mr. Isaacs rejoins the Registrant after resigning his operating positions
in July 1998, for personal reasons. During his eight month absence from the
Company, Mr. Isaacs remained active on the Registrant's Board of Directors. He
will continue to serve on the Board of Directors, and as an officer of the
Corporation in his new post.
Prior to joining the Registrant, Mr. Isaacs held senior operating and
management positions at both public and private manufacturing companies
specializing in carbon steel products, metal components and polyurethane foam
production. He is a graduate of Notre Dame with a BS in Chemical Engineering,
and holds a Masters Degree in Engineering from Newark College of Engineering.
Mr. Isaacs also holds an MBA from Washington University.
- 3 -
Celebrating its 30th year in business, CPAC, Inc. is an acquirer,
developer and licensee of brand names in the Cleaning and Personal Care, and
Imaging markets. CPAC owns The Fuller Brush Company in Great Bend, Kansas, as
well as seven imaging manufacturing facilities in the U.S., Europe, Asia and
Africa. Shares are traded over the NASDAQ National Market System under the
ticker symbol "CPAK." Additional information is available on the Company's
website (www.cpac-fuller.com).
ITEM 6: RESIGNATION OF REGISTRANT'S DIRECTORS
Not Applicable
ITEM 7: FINANCIAL STATEMENTS, PRO FORMA
FINANCIAL INFORMATION AND EXHIBITS
A. FINANCIAL STATEMENT OF BUSINESS ACQUIRED
Not Applicable
B. PRO FORMA FINANCIAL INFORMATION
Not Applicable
C. EXHIBITS
1. Underwriting Agreement
Not Applicable
2. Plan of acquisition, reorganization,
arrangement, liquidation or succession
Not Applicable
4. Instruments defining the rights of security
holders, including debentures
Not Applicable
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16. Letter re: change in certifying accountant
Not Applicable
17. Letter re: director resignation
Not Applicable
20. Other documents or statements to security holders
Not Applicable
24. Consents of experts and counsel
Not Applicable
25. Power of Attorney
Not Applicable
27. Financial Data Schedule
Not Applicable
99. Additional Exhibits
99.1 Press Release issued March 22, 1999 announcing
Robert C. Isaacs' acceptance of the position of
Senior Vice President and Chief Operating Officer of
the Registrant.
ITEM 8: CHANGE IN FISCAL YEAR
Not Applicable
ITEM 9: SALES OF EQUITY SECURITIES PURSUANT TO REGULATION S
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 hereunto duly authorized.
Dated: March 22, 1999 CPAC, Inc.
By:/s/ Thomas N. Hendrickson
-------------------------------
THOMAS N. HENDRICKSON
President and Chief Executive
Officer
Dated: March 22, 1999 CPAC, Inc.
By:/s/ Thomas J. Weldgen
-------------------------------
THOMAS J. WELDGEN
Vice President Finance and
Chief Financial Officer
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EXHIBIT INDEX
EXHIBIT PAGE NUMBER
- ------- -----------
1. Underwriting Agreement
Not Applicable
2. Plan of acquisition, reorganization, arrangement,
liquidation or succession
Not Applicable
4. Instruments defining the rights of security holders,
including debentures
Not Applicable
16. Letter re: change in certifying accountant
Not applicable
17. Letter re: director resignation
Not Applicable
20. Other documents or statements to security holders
Not Applicable
24. Consents of experts and counsel
Not Applicable
25. Power of Attorney
Not Applicable
27. Financial Data Schedule
Not Applicable
99. Additional Exhibits
99.1 Press Release issued March 22, 1999
announcing Robert C. Isaacs' acceptance
of the position of Senior Vice President
and Chief Operating Officer of the
Registrant. 7
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EXHIBIT 99.1
------------
NEWS RELEASE
For Immediate Release
COMPANY CONTACT: INVESTOR RELATIONS CONTACT:
CPAC, Inc. (www.cpac-fuller.com) Makovsky & Company Inc.
Wendy F. Clay, VP Administration John D. Lovallo, SVP
716-382-2339 212-508-9641
Kate T. Kreger, Dir. Corp. Comm.
716-382-2330
ROBERT C. ISAACS RETURNS TO CPAC, INC.
AS CHIEF OPERATING OFFICER
LEICESTER, NEW YORK, March 22, 1999 - CPAC, Inc. (Nasdaq NNM: CPAK) today
announced that Mr. Robert C. Isaacs has accepted the position of Senior Vice
President and Chief Operating Officer of CPAC, Inc., effective March 22, 1999.
Mr. Isaacs rejoins CPAC, Inc. after resigning his operating positions in July
1998, for personal reasons. During his eight month absence from the Company,
Mr. Isaacs remained active on CPAC's Board of Directors. He will continue to
serve on the Board of Directors, and as an officer of the Corporation in his new
post.
Thomas N. Hendrickson, CPAC Chief Executive Officer, said, "Bob has a long
history with CPAC, starting in 1986, when he joined the Company as President of
Trebla Chemical. Under his direction the company profited from tremendous sales
growth, operational improvements, new private-label manufacturing accounts, and
the establishment of a nationwide distributor network."
"In 1994 when CPAC diversified into the cleaning and personal care industry by
acquiring The Fuller Brush Company, Mr. Isaacs was named President of this new
subsidiary. During nearly four years under his leadership, Fuller Brush tripled
its sales volume, greatly enhanced its manufacturing capacity and capabilities,
and attained major manufacturing
MORE_MORE_MORE
2364 LEICESTER ROAD, LEICESTER, NEW YORK 14481 o TELEPHONE (716) 382-3223 o FAX
(716) 382-3031
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contracts." Mr. Hendrickson added, "Bob's operational experience in both sides
of our business makes him the ideal candidate for this position. We are very
pleased that he is back full time with our organization, and are confident in
his ability to contribute to CPAC's future growth."
Prior to joining CPAC, Inc. Mr. Isaacs held senior operating and management
positions at both public and private manufacturing companies specializing in
carbon steel products, metal components and polyurethane foam production. He is
a graduate of Notre Dame with a BS in Chemical Engineering, and holds a Masters
Degree in Engineering from Newark College of Engineering. Mr. Isaacs also holds
an MBA from Washington University.
Celebrating its 30th year in business, CPAC, Inc. is an acquirer, developer and
licensee of brand names in the Cleaning and Personal Care, and Imaging markets.
CPAC owns The Fuller Brush Company in Great Bend, Kansas, as well as seven
imaging manufacturing facilities in the U.S., Europe, Asia, and Africa. Shares
are traded over the Nasdaq National Market System under the ticker symbol
"CPAK." Additional information is available on the Company's website
(www.cpac-fuller.com).
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