-----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, BvbSY5Wz365BRj7KMjeFFTZFab5wufl1nB4JNFN4ETiQRYGuqPohbCQoQ7PHOaGq 577Y1Scxccknu1sq9Ht75Q== 0000950147-97-000090.txt : 19970225 0000950147-97-000090.hdr.sgml : 19970225 ACCESSION NUMBER: 0000950147-97-000090 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19970108 ITEM INFORMATION: Acquisition or disposition of assets ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19970224 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: ACTION PERFORMANCE COMPANIES INC CENTRAL INDEX KEY: 0000892147 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-MISC DURABLE GOODS [5090] IRS NUMBER: 860704792 STATE OF INCORPORATION: AZ FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-21630 FILM NUMBER: 97542019 BUSINESS ADDRESS: STREET 1: 2401 W 1ST ST STREET 2: STE 130 CITY: TEMPE STATE: AZ ZIP: 85281 BUSINESS PHONE: 6028940100 MAIL ADDRESS: STREET 1: 2401 W 1ST STREET CITY: TEMPE STATE: AZ ZIP: 85281 8-K/A 1 FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K/A Amendment No. 1 to Current Report on 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): January 8, 1997 ACTION PERFORMANCE COMPANIES, INC. ---------------------------------- (Exact name of registrant as specified in its charter) ARIZONA 0-21630 86-0704792 - ------------------------------ --------------------- --------------------- (State or other (Commission File No.) (IRS Employer ID No.) jurisdiction of incorporation) 2401 West First Street, Tempe, Arizona 85281 -------------------------------------------- (Address of principal executive office) (Zip Code) Registrant's telephone number, including area code: (602) 894-0100 ACTION PERFORMANCE COMPANIES, INC. FORM 8-K/A AMENDMENT NO. 1 TO CURRENT REPORT ON FORM 8-K ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS. Acquisition of Motorsport Traditions On January 8, 1997, Action Performance Companies, Inc. (the "Company"), through a wholly owned subsidiary, acquired the business and substantially all of the assets and assumed specified liabilities of Motorsport Traditions Limited Partnership, a North Carolina limited partnership ("MTL"). Also on January 8, 1997, the Company acquired all of the outstanding capital stock of Creative Marketing and Promotions, Inc., a North Carolina corporation ("CMP"). ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (a) Financial Statements of Businesses Acquired. The Company has determined that it is not required to provide the financial statements required by this Item 7(a) with respect to the acquisitions of MTL and CMP. Accordingly, the Company will not file such financial statements. (b) Pro Forma Financial Information. The Company has determined that it is not required to provide the pro forma financial information required by this Item 7(b) with respect to the acquisitions of MTL and CMP. Accordingly, the Company will not file such financial statements. 2 (c) Exhibits. Exhibit No. Description of Exhibit - ----------- ---------------------- 10.39 Asset Purchase Agreement dated as of January 1, 1997, among Action Performance Companies, Inc., MTL Acquisition, Inc., Motorsport Traditions Limited Partnership, Midland Leasing, Inc., and Motorsports By Mail, Inc.(1) 10.40 Exchange Agreement dated as of January 1, 1997, among Action Performance Companies, Inc., Kenneth R. Barbee, and Jeffery M. Gordon(1) 10.41 Promissory Note dated January 1, 1997, in the principal amount of $1,600,000 issued by MTL Acquisition, Inc., as Maker, to Motorsport Traditions Limited Partnership, as Payee, together with Guarantee of Action Performance Companies, Inc.(1) 10.42 Note Purchase Agreement dated as of January 2, 1997, among Action Performance Companies, Inc., Jefferson-Pilot Life Insurance Company, Alexander Hamilton Life Insurance Company of America, and First Alexander Hamilton Life Insurance Company, together with form of Note, form of Subsidiary Guaranty, and form of Subsidiary Joinder(1) 10.43 Credit Agreement dated as of January 2, 1997, among Action Performance Companies, Inc., Sports Image, Inc., MTL Acquisition, Inc., and First Union National Bank of North Carolina(1) 10.44 Registration Agreement dated as of January 1, 1997, among Action Performance Companies, Inc., Motorsport Traditions Limited Partnership, Midland Leasing, Inc., and Motorsports By Mail, Inc.(1) 10.45 Registration Agreement dated as of January 1, 1997, among Action Performance Companies, Inc., Kenneth R. Barbee, and Jeffery M. Gordon(1) 10.46 Employment Agreement dated as of January 1, 1997, between Action Performance Companies, Inc. and Kenneth R. Barbee(1) 10.47 Consulting Agreement dated as of January 1, 1997, between Action Performance Companies, Inc. and John Bickford(1) - ------------------ (1) Incorporated by reference to the Registrant's Current Report on Form 8-K as filed on January 23, 1996. 3 SIGNATURE 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. February 20, 1997 ACTION PERFORMANCE COMPANIES, INC. By: /s/ Chistopher S. Besing ------------------------------------- Christopher S. Besing Vice President, Chief Financial Officer, and Treasurer 4 -----END PRIVACY-ENHANCED MESSAGE-----