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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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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 30, 1997
MARGO NURSERY FARMS, INC.
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(Exact name of registrant as specified in this charter)
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FLORIDA 0-15336 59-2807561
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(State or other jurisdiction of (Commission File No.) (IRS Employer Identification No.)
incorporation)
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ROAD 690, KILOMETER 5.8 VEGA ALTA, PUERTO RICO 00692
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (787) 883-2570
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On September 29, 1997, the Company sold its 54 acre farm in South Florida to
Costa Color Corporation ("Costa"), an affiliate of Costa Nursery Farms, Inc.,
for a price of $800,000. The terms of the transaction were cash. The Company is
not affiliated in any manner with Costa. The Company expects to record a pre-tax
gain of approximately $200,000 from this transaction during the third quarter of
1997.
The Company owns another 20 acre farm in South Florida, for which it
has also received an offer to purchase. The Company is in the process of
negotiating the terms and conditions of such sale, which is expected to occur
before the end of the year.
The Company had previously announced the closing of its South
Florida operations as of September 30, 1997.
ITEM 5. OTHER EVENTS
The Company has postponed the implementation of a possible
reorganization to create a holding company structure. The Board of Directors is
considering the possibility of calling a special meeting of shareholders to
submit to shareholders a proposal to reincorporate the Company as a Puerto Rico
corporation. To the extent the Board of Directors of the Company decides to
proceed with the reincorporation proposal, a notice of meeting and proxy
statement will be sent to all the Company's shareholders entitled to vote on the
proposal.
ITEM 7. FINANCIAL STATEMENTS, PRO FORM, FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
99.1 Press Release dated October 1, 1997.
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2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant had duly caused this report to be signed on its behalf of the
undersigned thereunto duly authorized.
MARGO NURSERY FARMS, INC.
By: /s/ MICHAEL J. SPECTOR
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Michael J. Spector
Chairman of the Board, President and
Chief Executive Officer
Date: October 8, 1997
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EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
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99.1 Press Release dated October 1, 1997.
MARGO NURSERY FARMS INC.
[LETTERHEAD]
NEWS RELEASE
NASDAQ SYMBOL: MRGO
FOR IMMEDIATE RELEASE CONTACTS: MICHAEL J. SPECTOR OF
ALFONSO ORTEGA
(787) 883-2570
MARGO NURSERY FARMS, INC. ANNOUNCES
THE SALE OF 54 ACRE NURSERY FACILITY
IN MIAMI, FLORIDA
Vega Alta, Puerto Rico: October 1, 1997 - Margo Nursery Farms, Inc. (the
"Company") (NASDAQ SYMBOL: MRGO) announces the sale of the Company's 54 acre
nursery facility in Miami, Florida for a price of $800,000. The Company expects
to record a pretax gain from this transaction during the third quarter of
approximately $200,000. Terms of this sale were cash.
In addition, the Company has received a contract on another 20 acre nursery
facility owned by the Company in Miami, Florida. The Company is still
negotiating the terms and conditions of the offer. If an agreement is reached
between the parties, the closing is expected to take place before year end.
MARGO NURSERY FARMS, INC., is engaged in the business of growing and
distributing a wide range of both indoor and outdoor tropical foliage and
flowering plants in Vega Alta, and Barranquitas, Puerto Rico. The Company is
also engaged in the sale of lawn and garden products, and the provision of
landscaping services in Puerto Rico and the Caribbean.
