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 (Date of earliest event reported): April 1, 1998
LUCOR, INC.
(Exact name of registrant as specified in its charter)
FLORIDA 0-25164 65-0195259
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
790 Pershing Road, Raleigh, North Carolina 27608
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: 919-828-9511
<PAGE>
Item 2. Acquisition or Disposition of Assets
On April 1, 1998, pursuant to Purchase Agreements dated January 30, 1998,
between Lucor, Inc. (the "Company") and Tidewater Lubes Ventures, Inc. ("TLV")
and the Company and Lube Ventures East, Inc. ("LVE"), the Company acquired
substantially all of the assets of TLV and LVE.
The Company operates 102 "Jiffy Lube" service centers in six different
states comprising seven different DMA's (geographic Designated Marketing
Areas) as of March 31, 1998. TLV operated 21 "Jiffy Lube" service centers in
the Tidewater and Richmond, Virginia DMA's, which borders the Company's
Raleigh/Durham, North Carolina DMA. LVE operated 2 "Jiffy Lube" service
centers in Jacksonville, North Carolina and Greenville, North Carolina. The
Company purchased the 23 service centers of TLV and LVE for $13.5 million.
The purchase price for the assets of TLV and LVE was funded primarily
through funds borrowed through a loan and security agreement with Enterprise
Mortgage Acceptance Company, LLC. The loans totaled $13.3 million and carry
an interest rate of 8.54% ($10.9 million) and 8.67% ($2.4 million) to be
repaid in 180 months.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Financial Statements of Business Acquired. The Registrant will file
the required financial statements of the business acquired under cover of an
amendment to this Current Report on Form 8-K as soon as practicable, but in no
event later than 60 days after the date on which this Current Report on Form
8-K was required to be filed.
(b) Pro Forma Financial Information. The Registrant will file the
required pro forma financial information under the cover of an amendment to
this Current Report on Form 8-K as soon as practicable, but in no event later
than 60 days after the date on which this Current Report on Form 8-K was
required to be filed.
EXHIBITS
28.1 Press release dated April 1, 1998, relating to the acquisition.
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: April 15, 1998 Lucor, Inc.
By: /s/ Kendall A. Carr
___________________________________
Kendall A. Carr
Chief Financial Officer
LUCOR ANNOUNCES ACQUISITION
Jiffy Lube International's largest franchisee,
completes 23 store acquisition.
April 1, 1998
Raleigh, North Carolina
LUCOR Inc. announced today that the company has purchased, for cash,
twenty three additional Jiffy Lube units. These units are located in Virginia
in the Richmond area, and Tidewater area which includes; Virginia Beach,
Norfolk, Chesapeake, Newport News and Hampton. Also included in the purchase
are Jacksonville and Greenville, North Carolina. The exact terms of the sale,
have not been disclosed at this time, however, the transaction is a purchase
of substantially all the assets of the two operations for approximately $13
Million dollars. Management has obtained financing of 80% of this transaction
with Enterprise Mortgage Acceptance Corporation (EMAC). Management believes
the acquisition will have a positive impact on earnings.
"It is always a pleasure to welcome a newly acquired group of employees
into the LUCOR family. The stores have had a successful history because of
dedicated employees and a strong management team and we are pleased that we
will be part of their future," commented LUCOR's President, Jerry Conway.
LUCOR Inc. found its niche in the quick lube industry, and has become
the largest franchisee of Jiffy Lube International, Inc. and is also the only
publicly traded Jiffy Lube franchisee. With the acquisition, LUCOR, Inc.
operates 125 Jiffy Lube Stores in seven states; North Carolina, Ohio,
Kentucky, Pennsylvania, Tennessee, Michigan, and Virginia, with it's corporate
office in Raleigh, North Carolina. LUCOR, Inc. is continuing to execute its
expansion program to include new units and acquisitions to move toward a long
range objective of operating 300 locations.
