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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): February 3, 1995
CLUB CAR, INC.
Delaware 0-22452 13-3488925
(State of incorporation) (Commission file number) (I.R.S. Employer
Identification No.)
4152 Washington Road
Martinez, Georgia 30907 (706) 863-3000
(Address of principal (Telephone Number)
executive offices)
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ITEM 5. OTHER EVENTS.
On February 3, 1995, Club Car, Inc. entered into an Agreement and Plan of
Merger with Clark Equipment Company, headquartered in South Bend, Indiana. A
copy of the press release announcing this agreement is filed as an exhibit to
this Report on Form 8-K.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
99.1 Press release of Club Car, Inc., dated February 3, 1995.
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, thereunto duly authorized.
CLUB CAR, INC.
Date: February 7, 1995 By /s/ A. Montague Miller
A. Montague Miller
President, Chief Operating
Officer and Secretary
2
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INDEX TO EXHIBITS
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99.1 Press release of Club Car, Inc., dated February 3, 1995
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EXHIBIT 99.1
[CLARK LOGO] CLARK
EQUIPMENT
COMPANY
100 North Michigan St.
P.O. Box 7008
South Bend, Indiana 46634
NEWS RELEASE
Contact: Release Date:
Joe Fimbianti IMMEDIATE
219/239-0176
CLARK EQUIPMENT AGREES TO PURCHASE CLUB CAR, INC.
SOUTH BEND, INDIANA, February 3, 1995 -- Clark Equipment Company (NYSE: CKL) and
Club Car, Inc. (NASDAQ: CLBC) of Augusta, Georgia, today jointly announced that
they had signed a merger agreement providing for Clark to acquire all of the
outstanding shares of Club Car for a cash price of $25.00 per share, or a
purchase price of approximately $237 million.
Club Car is currently one of the largest manufacturers of golf cars and light
utility vehicles in the world. The company maintains a worldwide distribution
network of more than 300 distributors, dealers, direct sales offices and
branches. Club Car has enjoyed substantial sales growth in recent years due to
the increased popularity of golf, its ability to produce high quality innovative
vehicles, and its expansion into overseas markets. Club Car's sales in fiscal
1994 were $186 million, and it has approximately 775 employees.
In announcing the agreement, Leo J. McKernan, Clark chairman, president and
chief executive officer, said, "Club Car is a strong, successful company with a
new-golf-car market share of approximately 35 percent in North America. Its
combination of high quality products and technological market leadership has
driven sales growth at a compound annual rate of nearly 18 percent for the past
15 years."
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George Inman, Club Car's chief executive officer, said, "We believe that Clark
and Club Car are an excellent fit. We expect to benefit from Clark's
considerable expertise in manufacturing, distribution and overseas marketing."
Under the terms of the merger agreement, a subsidiary of Clark will promptly
commence a cash tender offer for all outstanding common shares of Club Car at a
price of $25.00 per share, net in cash. Shares not purchased in the tender
offer will be acquired in a subsequent merger at $25.00 per share as soon as
practicable after the completion of the tender offer. Clark also entered into an
agreement with holders of approximately 28 percent of Club Car's common stock,
including certain investment funds which are affiliates of Kelso & Company,
Inc., who have agreed to tender their shares to Clark.
In closing, Mr. McKernan said, "Club Car meets our stringent strategic
acquisition criteria. While we do not expect the acquisition to have a material
effect on Clark's 1995 earnings, we believe it will improve our 1996 results and
add significant shareholder value in the years to come."
Clark Equipment Company's core businesses design, manufacture and sell
skid-steer loaders, highway paving and construction equipment, and axles and
transmissions for off-highway equipment.
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