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UNITED STATES
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 23, 1998
(DATE OF EARLIEST EVENT REPORTED)
SHOP VAC CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
333-16453 NEW JERSEY 13-5609081
(COMMISSION FILE NUMBER) (STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
2323 REACH ROAD, WILLIAMSPORT, PA 17701
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
(717) 326-0502
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
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ITEM 1. CHANGES IN CONTROL OF REGISTRANT
On September 23, 1998, Jonathan Miller and his immediate family
purchased 244 shares of Class A voting common stock and 9,171 shares of Class B
nonvoting common stock of Shop Vac Corporation from Matthew Miller and trusts
benefitting Matthew's children. Prior to the transaction the common stock of the
Registrant was beneficially owned 50% by Jonathan Miller and his immediate
family and 50% by Matthew Miller and his immediate family. Jonathan Miller and
Matthew Miller are brothers.
The purchase price of the common stock was $957,587 which was paid by
the transfer of personal assets held by Jonathan Miller and his family.
Jonathan Miller and his immediate family now beneficially own directly
or indirectly approximately 53.8% of the voting common stock of Shop Vac
Corporation.
In connection with the transaction Jonathan Miller and his wife, Janine
Miller, also purchased two options to purchase, in aggregate, 1,381 shares of
Class A voting common stock and 153,329 shares of Class B nonvoting common stock
of Shop Vac Corporation from Matthew Miller.
One of the option agreements is assignable to Shop Vac Corporation.
This option covers 1,381 shares of Class A voting common stock and 138,125
shares of Class B nonvoting common stock and expires on March 1, 2004.
All of the Class A voting and Class B nonvoting common stock of Shop
Vac Corporation continues to be subject to a first priority pledge securing the
Company's 10 5/8% Senior Secured Notes.
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.
SHOP VAC CORPORATION
By /s/ David A. Grill
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David A. Grill
Vice President and
Chief Financial Officer
Date: October 7, 1998
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