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): September 15, 2000
MERISEL, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 0-17156 95-4172359
(State or Other Jurisdictio (Commission File (I.R.S. Employer
of Incorporation) Number) Identification No.)
200 Continental Boulevard, El Segundo, California 90245-0948
(Address of Principal Executive Offices) (Zip Code)
(310) 615-3080
(Registrant's Telephone Number, Including Area Code)
Not applicable
(Registrant's Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events.
On September 18, 2000, Merisel announced that Merisel, Inc., a
Delaware corporation ("Merisel"), Merisel Americas, Inc., a Delaware corporation
("Americas"), and Arrow Electronics, Inc., a New York corporation ("Arrow"),
entered into a Stock Sale Agreement, dated as of September 15, 2000 (the "Stock
Sale Agreement"), pursuant to which Americas will sell the outstanding capital
stock of Merisel Open Computing Alliance, Inc. ("MOCA") to Arrow for a sale
price of $110,000,000 in cash, subject to adjustments based on MOCA's closing
balance sheet, plus an additional amount up to $37,500,000 based upon
development with respect to MOCA's business within the next six months. The
transaction is subject to customary closing conditions, including obtaining
necessary approvals.
The Stock Sale Agreement is incorporated by reference into
this Item 5, and the foregoing description of such document and the transactions
contemplated therein are qualified in their entirety by reference to such
exhibit.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits:
2.1 Stock Sale Agreement, dated as of September 15, 2000, by and
among Merisel, Inc., a Delaware corporation, Merisel Americas,
Inc., a Delaware corporation, and Arrow Electronics, Inc., a
New York corporation.
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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.
MERISEL, INC.
By:/s/Timothy N. Jenson
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TIMOTHY N. JENSON
Executive Vice President and Chief
Financial Officer
Date: September 20, 2000
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EXHIBIT INDEX
Exhibit
Designation Nature of Exhibit
2.1 Stock Sale Agreement, dated as of September 15, 2000,
by and among Merisel, Inc., a Delaware corporation,
Merisel Americas, Inc., a Delaware corporation, and
Arrow Electronics, Inc., a New York corporation.