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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): July 5, 1996
PALM HARBOR HOMES, INC.
(Exact name of Registrant as specified in its Charter)
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FLORIDA 0-26188 59-1036634
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(State or other jurisdiction of (Commission file number) (I.R.S. Employer
incorporation or organization) Identification Number)
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15303 Dallas Parkway, Suite 800, Dallas, Texas 75248
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (214) 991-2422
Not applicable
(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
On July 5, 1996, Palm Harbor Homes, Inc., a Florida corporation (the
"Company"), entered into an agreement of merger with Newco Homes, Inc.
("Newco"), a Texas-based retailer, of which the Company is a co-founder and
41.62% stockholder. Pursuant to the agreement of merger, Newco will merge with
and into the Company in exchange for $52 million, consisting of cash and shares
of the Company's common stock, which will be distributed to the Newco
stockholders holding the remaining 58.38% of Newco's common stock.
Consummation of the transaction is subject to certain conditions, including
governmental clearance in accordance with the Hart-Scott-Rodino Act and
completion of certain due diligence procedures. Closing is expected to occur
within 30 days after July 5, 1996. The press release announcing the merger is
attached hereto as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
EXHIBIT NO.
99.1 Press Release issued July 5, 1996.
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SIGNATURES
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: July 5, 1996
PALM HARBOR HOMES, INC.
/s/ Lee Posey
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Lee Posey, Chairman of the Board
and Chief Executive Officer
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INDEX TO EXHIBITS
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Exhibit No. Description
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99.1 Press Release issued July 5, 1996
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EXHIBIT 99.1
PALM HARBOR AGREES TO ACQUIRE NEWCO AFFILIATE
DALLAS, Texas (July 5, 1996) - Palm Harbor Homes, Inc. (Nasdaq/NM:PHHM) today
announced that an agreement of merger involving the acquisition of Newco Homes,
Inc., a Texas-based retailer of manufactured homes, has been signed. Palm
Harbor co-founded Newco in 1986 and currently owns 41.6% of that company's
outstanding shares. Under the terms of the transaction, Palm Harbor will
acquire the remaining 58.4% of Newco's shares for a combination of cash and
common shares of Palm Harbor valued at approximately $52 million. Consummation
of the transaction remains subject to certain regulatory approvals, including
the provisions of the Hart-Scott-Rodino Act, and completion of certain due
diligence procedures. Closing is expected to occur within approximately 30
days.
Lee Posey, chief executive officer of Palm Harbor, remarked, "This
agreement represents not only an attractive financial opportunity for Palm
Harbor, but is also an important strategic step in our plan to increase sales
through company-owned superstores. Newco's 21 superstores are principally
located in Texas and New Mexico, many of which operate under the name "Palm
Harbor Village." These superstores have consistently generated sales volumes
two or three times greater than industry averages. The addition of these
superstores should translate into incremental annual sales of approximately
$100 million."
Palm Harbor reported net sales of $417.2 million for the fiscal year ended
March 29, 1996.
Palm Harbor Homes is one of the nation's leading manufacturers and
marketers of multi-section manufactured homes. The Company markets nationwide
through vertically integrated operations, encompassing manufacturing,
marketing, financing and insurance.
