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): NOVEMBER 27, 1996
THE STROBER ORGANIZATION, INC.
(Exact Name of Registrant as specified in its charter)
DELAWARE 0-15339 11-2822910
(State or other jurisdiction Commission IRS Employer
of incorporation) File Number Identification No.
550 HAMILTON AVENUE, BROOKLYN, NEW YORK 11232
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (718) 832-1212
N/A
(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT.)
<PAGE>
ITEM 5. OTHER EVENTS. On November 27, 1996, the Registrant issued a Press
Release, the text of which is attached hereto as Exhibit 20.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) EXHIBITS
EXHIBIT PAGE WHERE
NUMBER DESCRIPTION LOCATED
[S] [C] [C] [C]
20 Press Release dated 5
November 27, 1996
<PAGE>
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.
THE STROBER ORGANIZATION, INC.
By:/S/ DAVID J. POLISHOOK
----------------------------------------------
DAVID J. POLISHOOK, Chief Financial Officer
<PAGE>
THE STROBER ORGANIZATION, INC.
EXHIBIT INDEX
TO
FORM 8-K CURRENT REPORT
EXHIBIT PAGE WHERE
NUMBER DESCRIPTION LOCATED
[S] [C] [C]
20 Press Release dated 5
November 27, 1996
<PAGE>
EXHIBIT 20
Press Release dated November 27, 1996
<PAGE>
FOR IMMEDIATE RELEASE
WITHDRAWAL OF UNSOLICITED THIRD PARTY $6.50 PER SHARE PROPOSAL
Brooklyn, New York, November 27, 1996 - THE STROBER ORGANIZATION, INC.
(NASDAQ-STRB) today reported the following:
On November 11, 1996, Strober announced entering into a definitive merger
agreement with an private venture capital investor group which provided for all
of Strober's common stock to be acquired for $6.00 per share, in cash, for an
aggregate fully diluted purchase price of approximately $32 million.
On November 20, 1996, Strober announced that it had received an
unsolicited proposal from an undisclosed third party to acquire the Company for
$6.50 per share, in cash, for an aggregate fully diluted purchase price of
approximately $35 million subject to a financing contingency.
On November 26, 1996, Strober was advised by the undisclosed third party
bidder that its unsolicited $6.50 per share proposal was withdrawn because the
required financing has not been forthcoming.
The original November 11, 1996 merger agreement with the private venture
capital investor group continues in place and the parties now contemplate
completing the transaction in the January/February 1997 timeframe.
Strober is a leading supplier of building materials to professional
contractors from 11 centers in New York, New Jersey, Connecticut and
Pennsylvania with 1995 revenues of $125,813,000.
For more information contact:
Strober Representative: David J. Polishook
Chief Financial Officer
Tel: (718) 832-1212
Fax: (718) 499-2523
