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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 30, 1998
NORWOOD PROMOTIONAL PRODUCTS, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
TEXAS 0-21800 74-2553074
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(STATE OR OTHER (COMMISSION FILE (IRS EMPLOYER
JURISDICTION OF NUMBER) IDENTIFICATION NO.)
INCORPORATION)
106 E. SIXTH STREET, SUITE 300
AUSTIN, TEXAS 78701
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:
(512) 476-7100
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ITEM 5. OTHER EVENTS.
On October 30, 1998, Norwood Promotional Products, Inc. completed the
previously announced merger with a wholly-owned subsidiary of FPK, LLC, a
limited liability company formed by Frank P. Krasovec, Norwood's Chairman,
President and Chief Executive Officer. The merger was approved by Norwood's
shareholders on August 19, 1998 and debt and equity financing for the merger
were completed on October 30, 1998.
Under the terms of the merger, each share of Norwood common stock
(other than shares held by certain members of Norwood's management) has been
converted into the right to receive $20.70 in cash. As a result of the merger,
Norwood will be privately held and Norwood common stock will cease to be quoted
on the Nasdaq Stock Market.
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.
Dated: November 12, 1998 NORWOOD PROMOTIONAL PRODUCTS, INC.
By: /s/ James P. Gunning, Jr.
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Name: James P. Gunning, Jr.
Title: Vice Chairman, Secretary,
Treasurer and Chief Financial
Officer