UNITED STATES
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): February 3, 2016
ACME UNITED CORPORATION
(Exact name of registrant as specified in its charter)
__________________
| Connecticut | 001-07698 | 06-0236700 |
| (State or other jurisdiction of incorporation or organization) |
(Commission file number)
|
(I.R.S. Employer Identification No.) |
|
55 Walls Drive, Fairfield, Connecticut |
06824 | |
| (Address of principal executive offices) | (Zip Code) | |
Registrant’s telephone number, including area code: (203) 254-6060
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| □ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| □ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| □ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| □ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
ITEM 1.01. REGISTRANT’S BUSINESS AND OPERATIONS.
On February 1, 2016, Acme United Corporation issued a press release announcing that it has acquired the assets of Vogel Capital, Inc., d/b/a Diamond Machining Technology (“DMT”) for $7.0 million in cash. Based in Marlborough, MA, DMT is a leader in sharpening tools for knives, scissors, chisels, and other cutting tools. Additional information related to the acquisition and DMT can be found in the Company’s press release dated February 1, 2016. A copy of the press release is attached as Exhibit 99.1 to this current report.
(c) Exhibits
| Exhibit Number | Description |
| 99.1 | Press release dated February 1, 2016. |
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.
| ACME UNITED CORPORATION | ||
| By | /s/ Walter C. Johnsen | |
| Walter C. Johnsen | ||
| Chairman and | ||
| Chief Executive Officer | ||
| Dated: February 3, 2016 | ||
| By | /s/ Paul G. Driscoll | |
| Paul G. Driscoll | ||
| Vice President and | ||
| Chief Financial Officer | ||
| Dated: February 3, 2016 | ||
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EXHIBIT INDEX
| Exhibit Number | Description | |
| 99.1 | Press release dated February 1, 2016. |
| 3 |
Exhibit 99.1
| ACME UNITED CORPORATION | NEWS RELEASE | |||
| CONTACT: | Paul G. Driscoll | Acme United Corporation | 55 Walls Drive | Fairfield, CT 06824 |
| Phone: (203) 254-6060 | FAX: (203) 254-6521 | |||
| FOR IMMEDIATE RELEASE February 1, 2016 |
ACME UNITED CORPORATION ACQUIRES ASSETS OF DIAMOND MACHINING TECHNOLOGY
Provides World-Class Sharpening Solutions for Professional, Commercial and Individual Users
FAIRFIELD, CONN. – February 1, 2016 – Acme United Corporation (NYSE MKT:ACU) today announced that it has acquired the assets of Vogel Capital, Inc., d/b/a Diamond Machining Technology (“DMT”) for $7.0 million in cash. DMT had revenues in 2015 of $5.4 million and EBITDA of approximately $1.0 million. The acquisition is expected to be accretive during 2016.
Based in Marlborough, MA, DMT is a leader in sharpening tools for knives, scissors, chisels, and other cutting tools. The company, which was founded in 1976 by aerospace engineers, uses finely dispersed diamonds on the surfaces of its sharpeners, and holds over 50 patents and trademarks. Its products are popular with machinists, woodworkers, hunters, fishermen, skiers, chefs, and gardeners who demand the finest quality sharpening.
Walter
C. Johnsen, Chairman and CEO, said, “We are delighted to welcome DMT’s employees into our corporate family. DMT complements
Acme United’s existing brands and products within the industrial, hardware, floral, food preparation and sporting goods
markets. We intend to keep the DMT operation in Massachusetts, and expect to expand the business and distribution through Acme
United’s broad customer base, innovation, and global reach.”
Acme United is the largest worldwide supplier of scissors, and has strong market presence in high quality knives, fishing tools, and industrial cutting products sold under the Westcott, Clauss®, Camillus® and Cuda® brands.
Further information on DMT is available at its website, www.dmtsharp.com.
ACME UNITED CORPORATION is an innovative supplier of cutting devices, measuring instruments, and safety products for school, home, office, hardware and industrial use. Its leading brands include Westcott®, Clauss®, Camillus®, CUDA®, PhysiciansCare ®,Pac-Kit ® and First Aid Only®. For more information, visit www.acmeunited.com
Forward-looking statements in this report, including without limitation, statements related to the Company’s plans, strategies, objectives, expectations, intentions and adequacy of resources, are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that such forward-looking statements involve risks and uncertainties including, without limitation, the following: (i) changes in the Company’s plans, strategies, objectives, expectations and intentions, which may be made at any time at the discretion of the Company; (ii) the impact of uncertainties in global economic conditions, including the impact on the Company’s suppliers and customers (iii) changes in client needs and consumer spending habits; (iv) the impact of competition and technological changes on the company (v) the Company’s ability to manage its growth effectively, including its ability to successfully integrate any business it might acquire; (vi) currency fluctuations; and (vii) other risks and uncertainties indicated from time to time in the Company’s filings with the Securities and Exchange Commission.
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