SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): October 23, 1998
NATIONAL VISION ASSOCIATES, LTD.
(Exact Name of Registrant as Specified in Its Charter)
Georgia
(State or Other Jurisdiction of Incorporation)
0-20001 58-1910859
(Commission File Number) (I.R.S. Employer
Identification Number)
296 Grayson Highway, Lawrenceville, Georgia 30045
(Address of Principal Executive Offices) (Zip Code)
(770) 822-3600
(Registrant's Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
The Exhibit Index is located on page 2.
Page 1 of 3<PAGE>
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On October 23, 1998, the registrant completed its tender offer
for all the issued and outstanding capital stock of New West Eyeworks,
Inc. ("New West"), which operates approximately 120 free-standing
retail vision centers as well as approximately 60 retail vision
centers located in Fred Meyer stores. New West also operates an
optical laboratory and has its administrative offices in Tempe,
Arizona. The registrant paid approximately $70.0 million consisting
of cash and the assumption of approximately $3.2 million of debt. The
transaction was financed through the issuance of the registrant's $125
million Senior Notes due 2005. The registrant intends to continue to
operate substantially all of the vision centers and to achieve
administrative and manufacturing synergies.
ITEM 5. OTHER EVENTS.
On October 23, 1998, Barry J. Feld, the President and Chief
Executive Officer of New West, was appointed President and Chief
Operating Officer of the registrant and a member of its Board of
Directors. On October 20, 1998, James E. Kanaley was appointed to the
Board of Directors of the registrant. The number of members of the
Board of Directors has accordingly been increased to seven. On October 20,
1998, Timothy W. Ranney was appointed Vice President, Corporate
Controller.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) & (b) Financial statements and pro forma financial information.
The registrant will file applicable financial statements and pro
forma financial information no later than 60 days from the date
hereof.
The following exhibit is incorporated herein by reference:
Exhibit
Number
-------
10.57* Agreement and Plan of Merger dated as of July 13,
1998 by and among the Company, New West Eyeworks,
Inc. and NW Acquisition Corp.
_____________________________________
* Incorporated by reference to the Registrant's Schedule 14D-1 filed
with the Commission on July 20, 1998.
Page 2 of 3<PAGE>
SIGNATURE
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.
NATIONAL VISION ASSOCIATES, LTD.
By: /s/ Angus C. Morrison
Angus C. Morrison
Senior Vice President,
Chief Financial Officer and Treasurer
Dated: November 7, 1998
Page 3 of 3<PAGE>
