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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): May 13, 1999 Apogee Enterprises, Inc. (Exact name of registrant as specified in its charter) Commission File No. 0-6365 Minnesota 41-0919654 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 7900 Xerxes Avenue South, Suite 1800 Minneapolis, Minnesota 55431-1159 (Address of principal executive offices) (612) 835-1874 (Registrant's telephone number, including area code) Item 2. Acquisition or Disposition of Assets. On May 13, 1999, Apogee Enterprises, Inc. (the "Company") completed the sale of all of the outstanding shares of capital stock of Harmon, Ltd. (the "Harmon Shares"), a wholly-owned subsidiary of the Company to CH Holdings, Inc. in accordance with the terms of a Stock Purchase Agreement dated as of April 9, 1999 (the "Stock Purchase Agreement"). The purchase price for the Harmon Shares was approximately $12,000,000, subject to certain post-closing adjustments. This purchase price consisted of $2,000,000 in cash and CH Holdings, Inc.'s delivery to the Company of a subordinated purchase money note in the principal sum of $10,185,000, subject to adjustment in accordance with the Stock Purchase Agreement. Item 7. Financial Statements and Exhibits (c) Exhibits 99.1 Press Release dated May 13, 1999. Signatures Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized. APOGEE ENTERPRISES, INC. Date: May 25, 1999 By: /s/ Russell Huffer -------------------------------------- Russell Huffer President and Chief Executive Officer
Exhibit 99.1 FOR IMMEDIATE RELEASE THURSDAY, MAY 13, 1999 APOGEE ENTERPRISES, INC. COMPLETES THE SALE OF LARGE-SCALE DOMESTIC CURTAINWALL UNIT MINNEAPOLIS, MN, May 13, 1999 -- Apogee Enterprises, Inc. (Nasdaq: APOG) announced today that it has completed the sale of the stock of its large-scale domestic curtainwall business, Harmon Ltd., to CH Holdings, Inc., a private company located in St. Louis, Missouri. Harmon Ltd. is the nation's largest designer and installer of curtainwall and window systems for nonresidential construction. In fiscal 1999, Harmon Ltd. generated revenues of approximately $85 million. By comparison, Apogee reported fiscal 1999 consolidated net sales of approximately $793 million, which excluded the following discontinued operations: domestic and international curtainwall operations, and the Norment detention & security unit. Apogee Enterprises, Inc. is a world leader in technologies involving the design and development of value-added glass products, services and systems. Organized in two business segments, the Glass Technologies businesses are leaders primarily in architectural glass and high-end glass coatings for the electronics markets, while the Glass Services businesses are leaders in replacement auto glass and building glass services. Headquartered in Minneapolis, the company's stock is traded on the Nasdaq Stock Market under the symbol APOG. For more information on Apogee Enterprises, Inc. via facsimile at no cost, simply dial 1-800-PRO-INFO and enter the company code ticker APOG. # # # Apogee Enterprises, Inc. 7900 Xerxes Ave., South Minneapolis, MN 55431 (612) 835-1874 At the Company: Russel Huffer, CEO Robert G. Barbieri, CFO Michael A. Bevilacqua, Treasurer At the Financial Relations Board: Larry Stein Suzy Lynde General Inquiries Investor Inquiries (312) 266-7800 (312) 266-7800