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: September 8, 1998
(Date of the earliest event reported)
Home Products International, Inc.
(Exact name of registrant as specified in its charter)
Delaware
(State of Incorporation)
0-17237 36-4147027
(Commission File Number) (I.R.S. Employer Identification No.)
4501 West 47th Street Chicago, IL 60632
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (773) 890-1010
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On September 8, 1998 Home Products International, Inc ("HPI")
acquired from Newell Company ("Newell") certain assets and assumed
certain liabilities comprising the businesses of Anchor Hocking Plastics
and Plastics, Inc. (collectively referred to herein as "Newell
Plastics"). The purchase of assets and assumption of liabilities of
Newell Plastics is referred to herein as the "Acquisition". The total
cash consideration paid by HPI for the Acquisition was $78,000,000. The
Acquisition purchase price paid by HPI was determined on the basis of
arm's length negotiations between the parties. There is no material
relationship between Newell and HPI or any of its affiliates, directors
or officers.
The Acquisition was consummated on September 8, 1998 in accordance
with the terms of an Asset Purchase and Sale Agreement, dated July 31,
1998 among Newell Plastics, HPI and Newell. The final purchase price is
subject to a tangible net worth adjustment, which is to be calculated
within 90 days following the closing of the Acquisition.
In connection with the Acquisition, HPI amended and restated its
$100,000,000 revolving credit agreement dated May 14, 1998, (the "Prior
Credit Agreement") among HPI, the several lenders from time to time
parties thereto and The Chase Manhattan Bank, as administrative agent,
to add, among other items, a $50,000,000 term loan, (the "Term Loan").
The $150,000,000 Amended and Restated Credit Agreement, dated September
8, 1998, (the "New Credit Agreement") among HPI, the several lenders
from time to time parties thereto and The Chase Manhattan Bank, as
administrative agent left the $100,000,000 revolving credit facility
substantially the same as it was under the Prior Credit Agreement.
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Financing for the Acquisition was obtained from the New Credit
Agreement. A portion of the total $78,000,000 cash consideration was
obtained from the Term Loan, and the remaining $28,000,000 was obtained
from the revolving credit facility portion of the New Credit Agreement.
Remaining availability under the New Credit Agreement after accounting
for the Acquisition was approximately $52,000,000.
Anchor Hocking Plastics is a leading supplier of food storage
containers sold through mass-market chains, while Plastics, Inc. is a
leading supplier of upscale, plastic serving ware distributed through
institutional and retail markets. It is HPI's intention to continue to
utilize the assets acquired in the same manor as they were used prior to
the Acquisition.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
a) Financial statements of business acquired.
It is impracticable to provide the required financial statements at
the time this Current Report on Form 8-K is being filed. Home
Products International, Inc. expects to be able to file this
information within sixty (60) days of September 23, 1998 the latest
date on which this Current Report on Form 8-K may be filed.
b) Pro forma financial information.
It is impracticable to provide the required pro forma financial
information at the time this Current Report on Form 8-K is being
filed. Home Products International, Inc. expects to be able to file
this information within sixty (60) days of September 23, 1988 the
latest date on which this Current Report on Form 8-K may be filed.
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c) Exhibits
It is impracticable to provide the required exhibits at the time this
Current Report on Form 8-K is being filed. Home Products
International, Inc. expects to be able to file this information
within sixty (60) days of September 23, 1988 the latest date on which
this Current Report on Form 8-K may be filed.
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.
Home Products International, Inc.
By: /s/ James E. Winslow
James E. Winslow
Executive Vice President and
Chief Financial Office
Dated: September 23, 1998
