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): December 19, 1994
Imo Industries Inc.
(Exact name of registrant as specified in its charter)
Delaware 1-9294 21-0733751
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
1009 Lenox Drive, Building Four West
Lawrenceville, New Jersey 08648
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 609-896-7600
Not Applicable
(Former name or address if changed since last report)
IMO INDUSTRIES INC.
Form 8-K Current Report
Item 5. Other Events.
In a Form 10-Q for the quarter ended September 30, 1994 filed on
November 14, 1994, the Registrant disclosed that it had entered into a
definitive agreement to sell the Varo Inc. and Baird Optical Systems
operations of its Electro-Optical Systems business to a subsidiary of
Texas Pacific Group for approximately $70 million in cash, subject to
the fulfillment of various conditions, including receipt of certain
government approvals and assurances. The agreement between the parties
was filed as an exhibit thereto.
On December 19, 1994, the subsidiary of Texas Pacific Group terminated
the agreement to acquire the Electro-Optical Systems business on the basis
that assurances that the business would not be impacted after closing
as a result of certain pending investigations had not been received
from various US government agencies by the contractually required date.
The Registrant intends to reopen discussions with other prospective
buyers and expects to be successful in its plan to divest this business,
and will therefore continue to account for this business as a
discontinued operation in accordance with Accounting Principles Board
Opinion No. 30.
The Registrant's press release announcing such information is filed
herewith as an exhibit.
Item 7. Exhibits.
The following exhibit is being filed with this report:
Exhibit No. Exhibit
____________ ___________________
99 Press release dated
December 22, 1994 by
Imo Industries Inc.
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 hereto duly authorized.
Imo Industries Inc.
(Registrant)
Date: December 23, 1994 By: /s/ WILLIAM M. BROWN
William M. Brown
Executive Vice President
and Chief Financial Officer
IMO INDUSTRIES INC.
FORM 8-K CURRENT REPORT
DATED DECEMBER 19, 1994
EXHIBIT 99
Press Release Dated December 22, 1994
by Imo Industries Inc.
For additional information contact:
Paul B. Lazovick
Director of Investor Relations
609-896-7615
FOR IMMEDIATE RELEASE
PROPOSED ACQUISITION OF IMO'S
ELECTRO-OPTICAL SYSTEMS TERMINATED
Lawrenceville, NJ, December 22, 1994 - Imo Industries Inc. (NYSE - IMD)
announced today that Texas Pacific Group has terminated its proposed
acquisition of Imo's Electro-Optical Systems business. Texas Pacific
Group stated that assurances that it would not be impacted after
closing, as a result of pending investigations related to the business,
were not forthcoming from various US government agencies by the
contractually required date. Imo stated that the investigations have
previously been publicly disclosed, and are not expected to have a
material impact on the business in the future.
Donald K. Farrar, chairman and CEO of Imo, stated, "While we regret
Texas Pacific Group's decision to terminate our contract, we intend to
reopen discussions with other prospective buyers and expect to be
successful in our plan to divest this business."
Mr. Farrar further noted that this decision by Texas Pacific Group did
not affect the Company's previously announced agreements to divest its
Turbomachinery and Analytical Instruments businesses. Both transactions
are expected to close early in the first quarter of 1995.
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