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) August 26, 1999
(August 25, 1999)
Protection One, Inc. Protection One Alarm Monitoring, Inc.
(Exact Name of Registrant (Exact Name of Registrant
as Specified in Charter) as Specified in Charter)
Delaware Delaware
(State or Other Jurisdiction (State or Other Jurisdiction
of Incorporation) of Incorporation)
0-247802 33-73002-1
(Commission File Number) (Commission File Number)
93-1063818 93-1065479
(I.R.S. Employer (I.R.S. Employer
Identification No.) Identification No.)
600 Corporate Pointe, 12th Floor 600 Corporate Pointe, 12th Floor
Culver City, California 90230 Culver City, California 90230
(Address of Principal Executive (Address of Principal Executive
Offices, Including Zip Code) Offices, Including Zip Code)
(310) 342-6300 (310) 342-6300
(Registrant's Telephone Number, (Registrant's Telephone Number,
Including Area Code) Including Area Code)
<PAGE>
Item 5. Other Events
On August 25, 1999, Protection One, Inc. announced the closing of the sale
of its Mobile Services Group.
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit 99.1 - Press release dated as of August 25, 1999 issued by
Protection One, Inc.
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, each
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Protection One, Inc.
Date: August 26, 1999 By: /s/ Anthony D. Somma
Anthony D. Somma
Chief Financial Officer
Protection One Alarm Monitoring, Inc.
Date: August 26, 1999 By: /s/ Anthony D. Somma
Anthony D. Somma
Chief Financial Officer
<PAGE>
EXHIBIT INDEX
Exhibit Number Description of Exhibit
99.1 Press release dated as of August 25,
1999 issued by Protection One, Inc.
Exhibit 99.1
Protection One Closes Sale of its Mobile Services Group to ATX Technologies
Both Companies to Collaborate on Promoting Telematics Services
CULVER CITY, Calif.--(BUSINESS WIRE)--Aug. 25, 1999--Protection One Inc.
(NYSE:POI - news), one of the nation's leading providers of life safety and
property monitoring services and 85% owned by Western Resources (NYSE:WR -
news), Wednesday announced the closing of the sale of its Mobile Services
Group.
The Mobile Services Group was sold for approximately $21 million in
cash, plus a note and a preferred investment in ATX. The companies had
announced on June 28, 1999, that they entered into a definitive agreement.
Protection One is continuing to deliver telematics services through a
reseller arrangement with ATX, which was executed contemporaneous with the
closing. Telematics is a relatively new service industry that combines
wireless and location identification technologies with call center-based
convenience. From emergency response services to navigation assistance to
vehicle theft recovery, telematics provides drivers and fleet managers with
immediate access to location-based information.
``Our Mobile Services Group is a pioneer in the emerging business of
providing security and information primarily in the OEM automobile industry
and wireless communications markets,'' said John E. Mack III, chief executive
officer of Protection One.
``The combination of ATX's expertise in the telematics market and our
Mobile Services Group will position the two companies as a major competitor in
the telematics industry and should result in upside equity potential for
Protection One. In addition to realizing a significant return on our
investment and retaining a modest equity interest, this divestiture of a non-
core asset continues Protection One's strategy to focus on its residential
monitored security services,'' added Mack.
``This transaction provides ATX Technologies the base to be the mobile
information service provider of choice to the wireless industry, building on
our pioneering leadership in the automotive market,'' said Steven W. Riebel,
president and CEO of ATX Technologies. ``We look forward to continued
collaboration with one of the largest security firms in the country.''
The combined company will provide mobile services to a number of major
companies, including Mercedes-Benz North America; Ford Motor Company including
Ford, Jaguar and Lincoln-Mercury; the Infiniti Division of Nissan Motor
Company; Greyhound Lines Inc.; Fujitsu Ten Corp. of America; Mitsubishi
Electric Corporation; and Alpine Electronics of America.
<PAGE>
ATX will maintain Protection One's existing Mobile Services Group
operations in Irving, Texas. Credit Suisse First Boston acted as financial
advisor to Protection One in this transaction.
Protection One, one of the leading residential security alarm companies
in the United States, provides monitoring and related security services to
more than 1.6 million residential and commercial subscribers in North America
and Europe.
Western Resources is a consumer services company with interests in
monitored security and energy. Western Resources has total assets of more than
$8 billion. Western Resources' utility companies, KPL and KGE, provide
electric service to approximately 600,000 customers in Kansas.
Through its ownership in ONEOK Inc. (NYSE:OKE - news), a Tulsa-based
natural gas company, Western Resources has a 45 percent interest in the eighth
largest natural gas distribution company in the nation, serving more than 1
million customers. For more information about Western Resources and its
operating companies, visit them on the Internet at: www.wr.com.
ATX Technologies has headquarters in San Antonio, Texas, with offices in
Dallas, Detroit, and Los Angeles. ATX provides leading-edge telematics
services for mobile applications to consumer-oriented and commercial markets
for asset protection, fleet tracking, emergency response, routing assistance,
stolen vehicle tracking and other location-specific information.
The company pioneered in-vehicle and automotive after-market
applications of telematics beginning in 1996 and in 1999 introduced telematics
services in wireless communications.
Statements contained in this news release concerning statements of
management's beliefs, goals and expectations are ``forward-looking
statements'' as that term is defined in the Private Securities Litigation
Reform Act of 1995, and are subject to risks and uncertainties that could
cause actual results to differ materially from those expressed in or implied
by the statements. Certain information in this release constitutes forward-
looking statements within the meaning of the Private Securities Litigation
Reform Act of 1995, and is subject to the safe harbor protections of that Act.
Other risks and uncertainties are described in Protection One's 1998 Form 10-
K/A filed with the Securities and Exchange Commission on April 14, 1999, and
quarterly reports on Form 10-Q filed on May 17, 1999, and Aug. 16, 1999.
Protection One disclaims any obligation to update any forward-looking
statements as a result of developments occurring after the date of this news
release.
Contact:
Protection One Inc.
Adam M. Goldston, 310/258-6502
www.protectionone.com
or
ATX Technologies
Gary Wallace, 800/511-5891
