-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UgYczHzi732TxesXrxoVaxfiZG1FxoSe3p+VcaqvEK2frVTxe+E4Qn2OtGGx0vz4 HphGuB6fYpTyZI3CALq24A== 0000912057-99-001922.txt : 19991025 0000912057-99-001922.hdr.sgml : 19991025 ACCESSION NUMBER: 0000912057-99-001922 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991007 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19991022 FILER: COMPANY DATA: COMPANY CONFORMED NAME: K2 INC CENTRAL INDEX KEY: 0000006720 STANDARD INDUSTRIAL CLASSIFICATION: [3949] IRS NUMBER: 952077125 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-04290 FILM NUMBER: 99732511 BUSINESS ADDRESS: STREET 1: 4900 S EASTERN AVE STREET 2: SUITE 200 CITY: LOS ANGELES STATE: CA ZIP: 90040 BUSINESS PHONE: 3237242800 MAIL ADDRESS: STREET 1: 4900 S EASTERN AVE STREET 2: SUITE 200 CITY: LOS ANGELES STATE: CA ZIP: 90040 FORMER COMPANY: FORMER CONFORMED NAME: ANTHONY INDUSTRIES INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: ANTHONY POOLS INC DATE OF NAME CHANGE: 19720317 8-K 1 8-K 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): OCTOBER 7, 1999 K2 INC. (exact name of Registrant as specified in its charter) DELAWARE 1-4290 95-2077125 (State of Incorporation) (Commission File No.) (I.R.S. Employer Identification No.) 4900 SOUTH EASTERN AVENUE, LOS ANGELES, CA 90040 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (323) 724-2800 N/A (Former name or former address, if changed since last report) Item 2. Acquisition or Disposition of Assets. (a) On October 7, 1999, K2 Inc. (the "Registrant") completed its acquisition of Ride Inc. The Registrant acquired all the issued and outstanding shares of common stock of Ride, Inc. in exchange for shares of K2 Inc. common stock. The transaction, which is structured as a stock for stock merger, will be accounted for under the purchase method of accounting. Each shareholder of Ride, Inc. common stock received 0.10 shares of K2 stock in exchange for each share held. Based on 14.3 million shares outstanding, approximately 1.4 million K2 shares are in the process of being issued to the Ride shareholders with a total value of approximately $12.4 million. A copy of the press release is included herein as Exhibit 99.1 and is incorporated by reference into this Item 2. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (a) Financial Statements of Businesses Acquired. It is impracticable to file the historical financial information required by Item 7(a) of Form 8-K at this time. Such historical financial information will be filed or incorporated by reference when available, but in no event later than December 21, 1999. (b) Pro Forma Financial Information. It is impracticable to file the pro forma financial information required by Item 7(b) of Form 8-K at this time. Such pro forma financial information will be filed or incorporated by reference when available, but in no event later than December 21, 1999. (c) Exhibits. The following exhibits are filed with this report on Form 8-K: EXHIBIT NO. DESCRIPTION 99.1 Press Release, dated October 8, 1999, announcing the completion of the acquisition. 2 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: October 22, 1999 K2 INC. By: /S/RICHARD M. RODSTEIN ------------------------------------- Richard M. Rodstein President and Chief Executive Officer K2 INC. Dated: October 22, 1999 By: /S/JOHN J. RANGEL ------------------------------------- John J. Rangel Senior Vice President - Finance 3 EX-99.1 2 EX-99.1 October 8, 1999 K2 completes Ride acquisition. Transaction adds to growing snowboard position. Los Angeles, California - October 8, 1999 - K2 Inc. (NYSE:KTO) announced the completion yesterday of its acquisition of Ride Inc. (OTC:RIDE), a Preston, Washington-based designer and manufacturer of snowboard equipment, apparel and accessories under the Ride, Liquid, 5150, Smiley and FullTilt brand names. In the transaction, which is structured as a stock-for-stock merger, each RIDE share will be converted into 0.10 of a share of K2 common stock. Based on 14.3 million Ride shares outstanding, approximately 1.4 million K2 shares will be issued in the transaction, which has a total value of approximately $12.4 million. "This acquisition further establishes the strength of K2's stable of powerful brand names, especially in snowboarding," said K2's Richard M. Rodstein, president and chief executive officer. "We welcome Ride's enthusiastic and loyal customers to the K2 family and look forward to providing them with the technically innovative product they expect." K2 Inc. is a leading designer, manufacturer and marketer of brand name sporting goods, other recreational and industrial products. The Company's sporting goods products include well-known names such as K2 and OLIN alpine skis, K2 SNOWBOARDS, BOOTS AND BINDINGS, K2 in-line skates, STEARNS sports equipment, SHAKESPEARE fishing tackle, K2 bikes, AND DANA DESIGN backpacks. K2's other recreational products include Planet Earth skateboards, Adio skateboard shoes and HILTON corporate casuals. K2's industrial products include SHAKESPEARE extruded monofilaments, marine antennas and fiberglass light poles. 4 -----END PRIVACY-ENHANCED MESSAGE-----