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: June 14, 1999
(Date of earliest event reported)
NEW YORKER MARKETING CORP.
(formerly: MIKE'S ORIGINAL, INC.)
(Exact name of registrant as specified in its charter)
Delaware 0-22431 11-3214529
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) Number)
1122 Southern Boulevard, Bronx, New York 10459
(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code (718) 893-2500
Mike's Original, Inc.
366 North Broadway, Jericho, New York 11753
(Former name or former address, if changed since last report.)
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Item 2. Acquisition or Disposition of Assets
(a) On June 14, 1999, the Registrant acquired substantially all of the
assets of New Yorker Ice Cream Corp. ("New Yorker") and Jerry's Ice Cream Co.,
Inc. ("Jerry's). New Yorker and Jerry's distribute and market ice cream and
frozen novelties. All substantial assets were acquired except for cash and
accounts receivable. Registrant paid approximately $885,000 in cash, assumed or
obligated itself to pay approximately $650,000 in notes and issued 122,205
shares of common stock. The total consideration paid was valued at approximately
$2,575,000. The Registrant used the proceeds of its recently completed public
offering to pay the cash portion of the purchase price. Ted Ketsoglou, President
of New Yorker, and Gerald Schneider, President of Jerry's, were appointed
President and Vice President, respectively, as well as directors of Registrant.
(b) New Yorker's facilities were used by it in the distribution and
marketing of ice cream and frozen novelties and the Registrant will continue
such operations under a leasing agreement.
Item 7: Financial Statements, Pro Forma Financial Information and Exhibits
(a) (i) Financial Statements of Businesses Acquired. The Company will file
the required financial statements on Form 8-K/A as soon as practicable, but not
later than sixty days after the required filing date of this report.
(ii) Pro Forma Financial Information. Any required pro forma financial
information also will be filed on Form 8-K/A within sixty days after the
required filing date of this report.
(b) Exhibits
(i) Asset Purchase Agreement between Registrant, New Yorker Ice Cream
Corp., Kerry Group Ltd and Ted Ketsoglou dated as of July 20, 1998 (
Incorporated by reference as exhibit 10.12 to registration statement on Form
SB-2 [No. 333-67227] filed November 13, 1998).
(ii) Asset Purchase Agreement between Registrant and Jerry's Ice
Cream, Inc., dated as of July 20, 1998 ( Incorporated by reference as exhibit
10.13 to registration statement on Form SB-2 [No. 333-67227] filed November 13,
1998).
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
NEW YORKER MARKETING CORP.
/s/ Ted Ketsoglou
Ted Ketsoglou, President
Dated: June 29, 1999
