SECURITIES AND EXCHANGE COMMISSION
Washington, DC. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report: December 10, 1998
(Date of Earliest Event Reported)
Ault Incorporated
(Exact name of registrant as specified in its charter)
Minnesota 0-12611 41-0842932
(State or other (Commission) (I.R.S. Employer
jurisdiction of File Number) Identification No.)
Incorporation)
7300 Boone Avenue North
Minneapolis, MN 55428-1028
(Address of principal executive offices)
Registrant's telephone number, including area code:(612) 493-1900
Item 1 -- Not applicable.
Item 2. Acquisition or Disposition of Assets.
On December 1, 1998 Ault Incorporated (the "Registrant")
purchased certain operating assets of the power supply division of
LZR Electronics, Inc., a closely held firm based in Gaithersburg,
Maryland ("LZR"). LZR has no affiliation to the Registrant or
any of its affiliates. The assets purchased included inventory,
fixed assets, contract and intellectual property rights and other
operating assets. Registrant paid an aggregate purchase price of
$3,660,879 consisting of a cash payment of $2,580,879, delivery
of a one year 8.0% convertible promissory note for $500,000 and an
assumption of approximately $580,000 of certain liabilities. The
convertible promissory note may be converted at the option of the
holder into 78,865 shares of Registrant's common stock. Cash
paid by Ault in the transaction was derived solely from available
cash. LZR's revenues relating to its power supply division for
its calendar year 1997 were approximately $6,400,000 and the
estimated revenues for its calendar year 1998 are $6,500,000.
Registrant presently expects sales derived from the operating
assets purchased will contribute to an increased level of
profitability for the Registrant for its fiscal year ended May
31, 1999.
The assets purchased were used by LZR in connection with its
power supply business, and it is the Registrant's intention to
continue their utilization for similar purposes.
Items 3-6 -- Not applicable.
Item 7. Financial Statements and Exhibits.
Part (a) and (b) - Financial Statements
Not applicable.
Part (c) - Exhibits
99.1 Press release
Item 8 -- Not applicable.
Item 9 -- Not applicable
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.
AULT INCORPORATED
By /s/ Carlos S. Montague
A/Corporate Secretary
December 1, 1998
EXHIBIT 99.1
PRESS RELEASE
Ault Announces Acquisition of LZR Electronics, Inc.
1. Profitable Maryland-Based Company Specializes in
Low-Volume Power Supply Manufacturing
2. Most LZR Products Approved for Medical
Applications
December 1, 1998-Minneapolis, MN-Ault Incorporated
(Nasdaq National Market: AULT) today announced that it
has acquired the power supply division operating assets
of LZR Electronics, Inc. LZR designs, manufactures and
markets a full line of power supplies at its
Gaithersburg, MD facility. The acquisition was financed
with a combination of notes and cash totaling
$3,081,000.
LZR's projected calendar 1998 revenues are
approximately $6.5 million. The LZR product line is
expected to contribute to the Company's profitability
during the fiscal year ending May 1999.
Frederick M. Green, President and Chief Executive
Officer, commented: "We are extremely pleased to have
acquired the high quality LZR product line. LZR has
carved out a highly profitable niche business in
providing a wide range of low-volume external power
supplies to small and growing companies. By
complementing Ault's emphasis on higher volumes, this
acquisition positions us to further expand our market
reach. The addition of LZR also rounds out certain
portions of our product line, and we see excellent
opportunities for enhancing sale of LZR's products both
nationally and internationally through Ault's extensive
sales and marketing channels."
Green added: "LZR is also attractive to Ault because
most of its product line is approved for medical
applications. These products greatly facilitate Ault's
strategy for further penetrating the medical market
with a full line of pre-approved and innovative power
supplies."
LZR, like Ault, conducts a majority of its
manufacturing in Asia. LZR domestic manufacturing will
be moved to the Company's headquarters facility in
Minneapolis. The Company believes that only minimal
additional overhead will be required to support LZR's
additional business volumes. Ault will continue
engineering and product development operations in
Maryland.
Ault is the largest independent manufacturer of
external power conversion products based in North
America. The Company is a leading supplier to original
equipment manufacturers of telecommunications and
medical equipment.
"This release contains statements that are forward-
looking and therefore involve risks and uncertainties,
including but not limited to: the ability to
consolidate the LZR product line into the Company's
business in a timely fashion, market conditions in the
global electronics industry, buying patterns of major
customers, competitive products and technologies, and
other factors set forth in the Company's filings with
the Securities and Exchange Commission. "
