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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of earliest event reported): June 29, 2000
PUBLICARD, INC.
(Exact name of registrant as specified in its charter)
PENNSYLVANIA 0-29794 23-0991870
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
620 FIFTH AVENUE, 7TH FLOOR, NEW YORK, NY 10020
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 651-3102
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Item 2. Acquisition or Disposition of Assets
On June 29, 2000, PubliCARD, Inc., a Pennsylvania corporation (the
"Company"), sold substantially all of the assets of its subsidiaries, Greenwald
Industries Inc., a Delaware corporation ("Industries"), and Greenwald
Intellicard, Inc., a Delaware corporation ("Intellicard"), to The Eastern
Company, a Connecticut corporation ("Eastern"), for $22.5 million in cash,
subject to certain post-closing adjustments which are not expected to be
material. $1.75 million of such $22.5 million was deposited into escrow to
secure the payment of certain indemnification obligations.
The assets sold include substantially all of the assets, goodwill and
properties owned by Industries and Intellicard, including, without limitation,
all leases, contracts, prepaid expenses and deposits, accounts receivable,
inventory, machinery, equipment, miscellaneous furniture and fixtures, computer
hardware and software, intellectual property rights, books and records,
licenses and permits, real property and other assets owned by Industries and
Intellicard and used in their businesses.
Eastern assumed certain liabilities of Industries and Intellicard,
including, without limitation, certain contractual liabilities, certain
accounts payable and accrued liabilities, and liabilities of Industries for
certain contractual product warranty claims.
The purchase price for the acquisition was determined by arms'-length
negotiations between the respective parties.
On June 29, 2000, the Company issued a press release announcing the
consummation of the sale of Industries and Intellicard.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(b) Pro Forma Financial Information.
The results of operations of Industries and Intellicard have
been reflected as discontinued operations in the Company's
financial statements included in the Quarterly Report on Form
10-Q for the quarter ended March 31, 2000 filed on May 12,
2000 and the Annual Report on Form 10-K for the year ended
December 31, 1999 filed on March 30, 2000, as amended by the
Annual Report on Form 10-K/A filed on April 28, 2000.
Therefore, in accordance with Regulation S-X, pro forma
financial information is not required to be filed herewith.
(c) Exhibits
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Exhibit No. Description of Document
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2.1 Asset Purchase Agreement, dated as of
June 20, 2000, among PubliCARD, Inc.,
Greenwald Industries Inc., Greenwald
Intellicard, Inc. and The Eastern
Company.
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<S> <C>
99.1 Press Release, dated June 29, 2000,
relating to the consummation of the
transactions contemplated by the Asset
Purchase Agreement, dated as of June 20,
2000, among PubliCARD, Inc., Greenwald
Industries Inc., Greenwald Intellicard,
Inc. and The Eastern Company.
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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.
PUBLICARD, INC.
(Registrant)
July 10, 2000 /s/ Antonio L. DeLise
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Antonio L. DeLise, Vice President
Chief Financial Officer, Secretary and
Principal Accounting Officer
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