SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K/A
Amendment No. 1 to Current Report on 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): January 8, 1997
ACTION PERFORMANCE COMPANIES, INC.
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(Exact name of registrant as specified in its charter)
ARIZONA 0-21630 86-0704792
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(State or other (Commission File No.) (IRS Employer ID No.)
jurisdiction of incorporation)
2401 West First Street, Tempe, Arizona 85281
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(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (602) 894-0100
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ACTION PERFORMANCE COMPANIES, INC.
FORM 8-K/A
AMENDMENT NO. 1 TO
CURRENT REPORT ON FORM 8-K
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
Acquisition of Motorsport Traditions
On January 8, 1997, Action Performance Companies, Inc. (the "Company"),
through a wholly owned subsidiary, acquired the business and substantially all
of the assets and assumed specified liabilities of Motorsport Traditions Limited
Partnership, a North Carolina limited partnership ("MTL"). Also on January 8,
1997, the Company acquired all of the outstanding capital stock of Creative
Marketing and Promotions, Inc., a North Carolina corporation ("CMP").
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS.
(a) Financial Statements of Businesses Acquired.
The Company has determined that it is not required to provide the
financial statements required by this Item 7(a) with respect to the acquisitions
of MTL and CMP. Accordingly, the Company will not file such financial
statements.
(b) Pro Forma Financial Information.
The Company has determined that it is not required to provide the pro
forma financial information required by this Item 7(b) with respect to the
acquisitions of MTL and CMP. Accordingly, the Company will not file such
financial statements.
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(c) Exhibits.
Exhibit No. Description of Exhibit
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10.39 Asset Purchase Agreement dated as of January 1, 1997,
among Action Performance Companies, Inc., MTL
Acquisition, Inc., Motorsport Traditions Limited
Partnership, Midland Leasing, Inc., and Motorsports By
Mail, Inc.(1)
10.40 Exchange Agreement dated as of January 1, 1997, among
Action Performance Companies, Inc., Kenneth R. Barbee,
and Jeffery M. Gordon(1)
10.41 Promissory Note dated January 1, 1997, in the principal
amount of $1,600,000 issued by MTL Acquisition, Inc., as
Maker, to Motorsport Traditions Limited Partnership, as
Payee, together with Guarantee of Action Performance
Companies, Inc.(1)
10.42 Note Purchase Agreement dated as of January 2, 1997,
among Action Performance Companies, Inc., Jefferson-Pilot
Life Insurance Company, Alexander Hamilton Life Insurance
Company of America, and First Alexander Hamilton Life
Insurance Company, together with form of Note, form of
Subsidiary Guaranty, and form of Subsidiary Joinder(1)
10.43 Credit Agreement dated as of January 2, 1997, among
Action Performance Companies, Inc., Sports Image, Inc.,
MTL Acquisition, Inc., and First Union National Bank of
North Carolina(1)
10.44 Registration Agreement dated as of January 1, 1997, among
Action Performance Companies, Inc., Motorsport Traditions
Limited Partnership, Midland Leasing, Inc., and
Motorsports By Mail, Inc.(1)
10.45 Registration Agreement dated as of January 1, 1997, among
Action Performance Companies, Inc., Kenneth R. Barbee,
and Jeffery M. Gordon(1)
10.46 Employment Agreement dated as of January 1, 1997, between
Action Performance Companies, Inc. and Kenneth R.
Barbee(1)
10.47 Consulting Agreement dated as of January 1, 1997, between
Action Performance Companies, Inc. and John Bickford(1)
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(1) Incorporated by reference to the Registrant's Current Report on Form 8-K
as filed on January 23, 1996.
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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.
February 20, 1997 ACTION PERFORMANCE COMPANIES, INC.
By: /s/ Chistopher S. Besing
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Christopher S. Besing
Vice President, Chief Financial Officer,
and Treasurer
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