WILLIAMS CONTROLS INC
8-K, 1995-07-14
MOTOR VEHICLE PARTS & ACCESSORIES
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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 Act of 1934



        Date of Report (Date of earliest event reported): June 29, 1995.


                            Williams Controls, Inc.
             (Exact name of registrant as specified in its charter)




Delaware                            0-18083                           84-1099587
(State or other                   (Commission                   (I.R.S. Employer
jurisdiction)                     File Number)               Identification No.)





                  14100 SW 72nd Avenue, Portland, Oregon 97224
                    (Address of principal executive offices)



       Registrant's telephone number, including area code: (503) 684-8600




                                 Not Applicable
         (Former name or former address, if changed since last report.)

<PAGE>


Item 2.  Acquisition or Disposition of Assets

a) On  June  29,  1995  Williams  Controls  Inc.  ("the  Company")  through  its
wholly-owned subsidiary, Aptek Williams, Inc. ("Aptek"), exercised its option to
purchase the property and plant of Aptek Technologies,  Inc. for $4,600,000.  As
previously reported, the Company acquired substantially all of the assets except
real  property of Aptek  Technologies,  Inc. in April 1995.  The Company was not
able to complete the  acquisition  of the real estate  pending the resolution of
certain issues related to the underlying  title.  The real estate portion of the
acquisition was financed by a) a $3,000,000  note, b) $700,000  (211,480 shares)
of the Company's stock, and c) cash.

b) Property,  plant and equipment  includes a 50,000  square foot  manufacturing
plant on approximately 16 acres of land located in Deerfield Beach, Florida. The
Company intends to continue to use this facility for manufacturing purposes.


Item 7.  Financial Statements and Exhibits

a)(4) The necessary  data to provide the required  financial  information is not
available  at  the  time  of  this  Form  8-K  filing.  The  required  financial
information will be filed no later than September 11, 1995.

b)       See a)(4)

c)       Exhibits

         Exhibit
         Number         Description

         2.1(a)         Asset Purchase Agreement by and among the Company, Aptek
                        Williams, Inc.,Aptek Technologies, Inc.,Hillsboro Realty
                        Associates and David H. Rush. (Incorporated by reference
                        to Exhibit 2.1(a)  to the Registrant's  Quarterly Report
                        on Form 10Q for the period ended March 31, 1995.)

         2.1(b)         Closing  Agreement  and  Escrow  Agreement  by and among
                        Hillsboro Realty  Associates,  Aptek Williams,  Inc. and
                        Ricca & Whitmire,  P.A.  (Incorporated  by  reference to
                        Exhibit 2.1(a) to the  Registrant's  Quarterly Report on
                        Form 10Q for the period ended March 31, 1995.)

         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.

                                                         Williams Controls, Inc.



July 12, 1995                                            _______________________
                                                         Dale J. Nelson
                                                         Chief Financial Officer







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