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 28, 1997
Date of Report (Date of earliest event reported)
PEERLESS INDUSTRIAL GROUP, INC.
(Exact name of Registrant as Specified in its Charter)
Minnesota 0-13826 41-1456350
(State or Other Jurisdiction (Commission File No.) (IRS Employer
of Incorporation) Identification No.)
2430 Metropolitan Centre
333 South Seventh Street
Minneapolis, Minnesota 55402
(Address of Principal Executive Offices)
(612) 371-9650
(Registrant's telephone number, including area code)
ITEM 5. OTHER EVENTS.
Peerless Industrial Group, Inc. (the "Company") is filing a press
release issued by it on March 28, 1997, reporting that it is negotiating with a
potential buyer who may purchase all of the outstanding common stock of the
Company, and all shares subject to options, warrants and other purchase rights,
at a price of $1.67 per share in cash.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(C) EXHIBITS.
99 Press Release, dated March 28, 1997.
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.
March 28, 1997 PEERLESS INDUSTRIAL GROUP, INC.
By: /s/ William H. Spell
--------------------------------
William H. Spell
Chief Executive Officer
EXHIBIT INDEX
Exhibit
Number Description of Exhibit
99 Press Release, dated March 28, 1997.
EXHIBIT 99
PEERLESS INDUSTRIAL GROUP, INC.
ANNOUNCES POTENTIAL SALE
MINNEAPOLIS - March 28, 1997 Peerless Industrial Group, Inc. announced
today that it is negotiating with a potential buyer who may purchase all of the
outstanding common stock of Peerless, and all shares subject to options,
warrants and other purchase rights, at a price of $1.67 per share in cash. The
proposed acquisition will be subject to a number of conditions, including the
negotiation of a definitive merger agreement, the completion of the buyer's due
diligence investigation, the availability of debt and equity financing, and the
receipt of all governmental and other consents and approvals. While the company
is engaged in discussions with the potential buyer, there can be no assurance
that an acquisition will occur.
Peerless Industrial Group is a manufacturer of commercial and
industrial chain and wire-form products for the retail, commercial/industrial
and original equipment manufacturing markets. It was formed after Discus
Acquisition Corporation, a holding company created with the proceeds of the sale
of 10 Fuddruckers restaurants, acquired Peerless Chain Company of Winona,
Minnesota, in December 1995.
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