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): June 1, 1995
CHILDREN'S DISCOVERY CENTERS OF AMERICA, INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-14368 061097006
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(State or Other Jurisdiction (Commission) (IRS Employer
of Incorporation) File Number) Identification No.)
851 Irwin Street, Suite 200, San Rafael, California 94901
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(Address of principal executive offices) (zip code)
Registrant's Telephone Number, including Area Code: (415) 257-4200
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N/A
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(Former name or former address, if changed since last report)
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Item 1. Change in Control of Registrant
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None
Item 2. Acquisition or Disposition of Assets
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On June 1, 1995, the Company acquired from two affiliated
companies, Day Care of Chester County, Inc. and Little Explorers
of Montgomery, Inc., the assets of five preschool and day care
centers located in West Chester and Montgomery Counties,
Pennsylvania. The assets purchased included the personal
property and trademarks used in connection with operation of the
centers. In addition, each of the sellers and their sole
shareholder have entered into covenants not-to-compete with the
Company.
The purchase price paid to Day Care of Chester County, Inc.
consisted of $1,400,000 in cash and issuance of the Company's
$1,100,000, 10-year, 9% promissory note. The purchase price paid
to Little Explorers of Montgomery, Inc. consisted of $252,000 in
cash. In addition, the Company paid the sole shareholder of the
two companies $125,000 in consideration of his entering into a
covenant not-to-compete and also paid $13,000 for the acquisition
of certain personal property owned by the selling shareholder
used in connection with the business.
The cash portion of the purchases was provided by the Company's
working capital. The Company intends to continue to use the
assets acquired in connection with the day care business.
Item 3. Bankruptcy or Receivership
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None
Item 4. Changes in Registrant's Certifying Accountants
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None
Item 5. Other Events
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None
Item 6. Resignations of Registrant's Directors
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None
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Item 7. Financial Statements, Pro Forma Financial Information and
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Exhibits
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It is impracticable to provide financial statements for the
business to be acquired at the time this report is filed. The
financial statements and pro forma financial information required
to be filed are expected to be filed on or before August 15,
1995.
Item 8. Change in Fiscal Year
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None
SIGNATURES
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Pursuant to the requirements of Section 13 of the Securities
Exchange Act of 1934, the Registrant has duly caused this Current Report on
Form 8-K to be duly signed on its behalf by the undersigned, thereunto duly
authorized.
Dated: June 15, 1995 CHILDREN'S DISCOVERY CENTERS
OF AMERICA, INC.
By:/s/ Randall J. Truelove
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Randall J. Truelove
Vice President - Finance and
Chief Financial Officer
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