- - ------------------------------------------------------------------------------
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
F O R M 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): September 30, 1996
EQUITY CORPORATION INTERNATIONAL
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of
incorporation or organization)
0-24728
(Commission file number)
75-2521142
(I.R.S. employer identification number)
415 SOUTH FIRST STREET, SUITE 210
LUFKIN, TEXAS
(Address of principal executive offices)
75901
(Zip Code)
(409) 634-1033
(Registrant's telephone number, including area code)
- - ------------------------------------------------------------------------------
<PAGE>
Item 2. Acquisition or Disposition of Assets.
On September 30, 1996, Equity Corporation International ("The Company")
acquired 11 funeral homes located in Maine, West Virginia, Iowa and Texas (the
"Acquired Businesses") from Service Corporation International ("SCI"). Total
consideration for the acquisition consisted of $10,625,000 in cash borrowed by
the Company under its existing credit facility.
The consideration was determined through negotiations between the Company and
representatives of the Acquired Businesses. The acquisitions will be accounted
for under the purchase method of accounting for financial reporting purposes.
The Acquired Businesses are funeral homes providing deathcare services,
including all services related to funerals, providing funeral facilities and
vehicles, and selling related merchandise.
Investment Capital Corporation ("ICC"), an indirect, wholly owned subsidiary
of SCI, was the owner of approximately 43% of the shares of the Company's
Common Stock as of September 30, 1996. Information with respect to such
shares of Common Stock is based upon reports filed by SCI and ICC with the
Securities and Exchange Commission. T. Craig Benson, a director of the
Company, is president of ICC and a vice president of SCI
The acquisition of the Acquired Businesses may require the filing of financial
statements and pro forma financial information pursuant to Rules
3.05(b)(1)(ii) and 11.01(a)(1) of Regulation S-X to the extent such businesses
would constitute a "significant subsidiary" under such Rules.
2
<PAGE>
Item 7. Financial Statements and Exhibits.
(a) Financial statements of the business acquired.
The Company believes that it is impractical to provide financial statements of
the Acquired Businesses on the date of this filing, and will, if required,
file such financial statements when available but not later than 60 days after
the date on which this Current Report on Form 8-K must be filed.
(b) Pro forma financial information.
The Company believes that it is impractical on the date of this filing to
provide pro forma financial information reflecting the Company's acquisitions,
and the Company will, if required, file such financial information when
available but not later than 60 days after the date on which this Current
Report on Form 8-K must be filed.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit Number Description
-------------- ------------
99.1 Press Release, dated October 2, 1996, relating to
the acquisition of the Acquired Businesses.
3
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this current report to be signed on its behalf by
the undersigned thereunto duly authorized.
Date: October 16, 1996
EQUITY CORPORATION INTERNATIONAL
By: /s/ W. Cardon Gerner
------------------------
Senior Vice President
Chief Financial Officer
(Principal Financial Officer and Duly Authorized Officer)
4
<PAGE>
EXHIBIT INDEX
EXHIBIT INDEX DESCRIPTION
- - -------------- ------------
99.1 Press Release, dated October 2, 1996, relating
to the acquisition of the Acquired Businesses.
5
EXHIBIT 99.1
NEWS RELEASE
EQUITY CORPORATION INTERNATIONAL
P.O. Drawer 100, Lufkin, Texas 75902-0100
CONTACT: W. Cardon Gerner, (409) 631-8703
FOR IMMEDIATE RELEASE:
LUFKIN, TEXAS, OCTOBER 2 - Equity Corporation International (NASDAQ,
NM-ECII), announced today that it completed its acquisition of eleven
funeral homes from Service Corporation International, Houston, TX on
September 30 for $10,625,000 in cash. The properties are located in
Maine, West Virginia, Iowa, and Texas.
"We are very pleased with these acquisitions which strategically
complement our existing operations in the respective markets," said
James P. Hunter, III, chairman and chief executive officer. To date in
1996, ECI has acquired 44 funeral homes and one cemetery which are
estimated to produce $21 million in annualized revenues.
Equity Corporation International is the nation's fourth largest
publicly traded deathcare company, which owns and operates 163 funeral
homes and 62 cemeteries in 22 states as of September 10, 1996.