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JACO > SEC Filings for JACO > Form 8-K on 13-Nov-2008All Recent SEC Filings

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Form 8-K for JACO ELECTRONICS INC


13-Nov-2008

Entry into a Material Definitive Agreement, Other Events, Financial Statemen


Item 1.01. Entry into a Definitive Material Agreement.

On November 7, 2008, Jaco Electronics, Inc. (the "Registrant") announced that it has entered into an Asset Purchase Agreement (the "Purchase Agreement") with WPG Americas, Inc. ("WPG Americas"). The Purchase Agreement provides for the purchase by WPG Americas of certain assets used in the Registrant's business of distributing passive and active electronic components and supporting technology products and services. The assets to be sold include, without limitation, certain inventory, machinery and equipment, furniture and fixtures, contracts, and fixed assets. The purchase price for the assets will be determined prior to the closing and is subject to a post-closing adjustment based on the value of the assets at closing.

The Purchase Agreement contains customary representations, warranties, covenants and conditions to closing. Subject to certain conditions, the Purchase Agreement may be terminated by either the Registrant or WPG Americas if the transactions contemplated therein have not been completed by December 1, 2008. There can be no assurance that the transactions contemplated by the Purchase Agreement will be completed.

A copy of the Purchase Agreement is attached hereto as Exhibit 2.1 and is incorporated herein by reference. The foregoing description of the Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Purchase Agreement.



ITEM 8.01. Other Events.

On November 7, 2008, the Registrant announced that it had entered into the Purchase Agreement by press release, a copy of which is attached hereto as Exhibit 99.1 and incorporated by reference in its entirety.



ITEM 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description



Exhibit 2.1  Asset Purchase Agreement between Jaco Electronics,
             Inc. and WPG Americas, Inc. dated as of November 7,
             2008.*
Exhibit 99.1
             Press release dated November 7, 2008

* All schedules and exhibits to this Exhibit have been omitted in accordance withRegulation S-K Item 601(b)(2). The Registrant agrees to furnish supplementally a copyof all omitted schedules and exhibits to the Securities and Exchange Commission upon its request.


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