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): February 12, 1999
SUNGROUP, INC.
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(Exact name of registrant as specified in its charter)
Tennessee 0-3851 72-1151881
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(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
2201 Cantu Court, Suite 102a, Sarasota, Florida 34232-6254
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (941) 377-6710
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On February 12, 1999, SunGroup Broadcasting of New Mexico, Inc.
("SunGroup Broadcasting of New Mexico"), a wholly-owned subsidiary of SunGroup,
Inc. ("SunGroup"), consummated its sale of substantially all of the assets of
radio station KKSS-FM ("Radio Station"), in Albuquerque, New Mexico, to Simmons
Media Group, Inc. ("Simmons"). The initiation of this transaction pursuant to
execution of the Asset Purchase Agreement by and between SunGroup and Sunburst
Media, LP was disclosed in SunGroup's Current Report on Form 10-Q, filed with
the Securities and Exchange Commission on November 13, 1998. The net proceeds to
SunGroup, Inc. from the disposition of the Radio Station were $5,500,000.00
There exists no material relationship between Simmons and SunGroup, or
any of its officers, directors or affiliates.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
b) Pro Forma Financial Information.
The Pro Forma financial information reflects the current interim
period and the corresponding interim period of the preceding
fiscal year as though the transaction occurred at the beginning of
the periods.
<TABLE>
<CAPTION>
12 Months 12 Months
Ended 12-31-98 Ended 12-31-97
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<S> <C> <C>
Revenue $ 4,645,827 $ 8,031,573
Income from Continuing Operations (385,052) 1,157,729
Net Income 8,004,770 (759,109)
Income Per Share 1.15 (.11)
</TABLE>
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c) Exhibits.
2) Asset Purchase Agreement by and between SunGroup, Inc. and
Sunburst Media, LP dated February 13, 1998, is hereby incorporated
by reference to SunGroup's Current Report or Form 10-Q filed
November 13, 1998.
3) Articles of Incorporation and By-Laws
(i) The Articles of Incorporation of SunGroup are
incorporated herein by reference to SunGroup's Annual
Report on Form 10-KSB filed December 31, 1993.
(ii) The By-Laws of SunGroup are incorporated herein by
reference to SunGroup's Annual Report on Form 10-K filed
December 31, 1984
SIGNATURE
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.
SUNGROUP, INC.
Date: February 24, 1999 By: /s/ James A. Hoetger
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James A. Hoetger.
Vice President, Finance