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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report: June 1, 1999
(Date of Earliest Event Reported)
MACE SECURITY INTERNATIONAL, INC.
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(Exact name of Registrant as Specified in its Charter)
Delaware
(State of Incorporation)
0-22810
(Commission File Number)
03-0311630
(IRS Employer Identification No.)
160 Benmont Avenue, Bennington, Vermont 05201
(Address of Principal Executive Offices)
(802) 447-1503
(Registrant's Telephone Number)
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Item 2. Acquisition of Gabe's Plaza Car Wash, Inc.
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On June 1, 1999, Mace Security International, Inc., a Delaware corporation
(the "Company" or "Registrant"), acquired substantially all of the assets (the
"Plaza Purchased Assets") of Gabe's Plaza Car Wash, Inc. in Morrisville,
Pennsylvania ("Plaza") from Plaza and Gabe Kirikian and Alice Kirikian,
(collectively with Plaza, the "Sellers"). Pursuant to the terms and conditions
of the Agreement of Sale, as amended, initially executed by Red Mountain
Holdings, Ltd. with the Sellers (the "Plaza Agreement"), as subsequently
assigned to the Company, the Company purchased the real estate, inventory, fixed
assets, trade names and trademarks, and intangibles of the car wash operations
of Sellers. The Company intends to continue such use of the Plaza Purchased
Assets. Sellers are not affiliated with the Registrant nor with any of the
Registrant's subsidiaries. The description of the acquisition transaction set
forth herein is qualified in its entirety by reference to the Plaza Agreement
and subsequent amendment, which are incorporated as Exhibits 2.1 and 2.2,
respectively.
At Closing under the Plaza Agreement, the Company paid to Sellers an
aggregate purchase price of $927,000 (the "Plaza Purchase Price"), $210,000 of
which was paid in cash at the Closing of the transaction from working capital
and $717,000 of which was evidenced by the delivery of a promissory note bearing
interest at 7% per annum, secured by a first mortgage on the purchased real
estate, payable in 21 installments including an initial payment of $200,000 to
be made within 60 days of Closing, together with accrued interest, followed by
20 quarterly principal installments of $25,850 together with accrued interest.
The acquisition is accounted for using the "purchase" method of accounting.
In addition, the Plaza Agreement included a Covenant Not to Compete
preventing Sellers from competing, directly or indirectly, with the Company or
carrying on the operations of a car wash within certain geographic areas and for
certain predetermined periods.
Item 7. Financial Statements, Pro Forma
Financial Information and Exhibits.
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In its Current Report on Form 8-K, filed on June 15, 1999, the Registrant
stated that the required financial statements of Gabe's Plaza Car Wash, Inc.
would be filed within the time period required in accordance with applicable
regulations under the Securities and Exchange Act of 1934. However, after
reviewing the financial statements of Gabe's Plaza Car Wash, Inc, the Registrant
has concluded that Securities and Exchange Act rules do not require the filing
of financial statements with respect to the acquired companies. Accordingly,
the Registrant is not filing financial statements herewith.
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SIGNATURE
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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.
Date: August 16, 1999 MACE SECURITY INTERNATIONAL, INC.
By:/s/ Gregory M. Krzemien
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Gregory M. Krzemien
Chief Financial Officer and
Treasurer
