================================================================================
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
December 10, 2002
------------------------------------------------
Date of report (Date of Earliest Event Reported)
PRECISION AUTO CARE, INC.
------------------------------------------------------
(Exact name of Registrant as specified in Its Charter)
VIRGINIA 0-29478 54-1847851
---------------------------- ------------------------ -------------------
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
748 Miller Drive, S.E., Leesburg, Virginia 20175
-----------------------------------------------------
(Address of principal executive offices and zip code)
(703) 777-9095
--------------------------------------------------
Registrant's telephone number, including area code
================================================================================
ITEM 5. OTHER EVENTS.
On December 10, 2002, the Registrant entered into a Settlement Agreement
with Radiant Systems, Inc. ("Radiant"), settling an arbitration proceeding first
reported in the Company's Report on Form 10-Q filed on May 15, 2002.
Under the terms of the Settlement Agreement, Precision Tune Auto Care, Inc.
("PTAC"), an indirect wholly owned subsidiary of the Company, agreed to pay the
sum of $391,500 to Radiant in installments as follows:
1. $50,000 on or before 11/20/2002;
2. $25,000 on or before 12/01/2002;
3. $15,000 on or before 01/01/2003;
4. $10,000 on or before 02/01/2003;
5. $6,500/month on or before the 1st day of March 2003 through July 2003,
inclusive;
6. $25,000 on or before 08/01/2003;
7. $6,500/month on or before the 1st day of September 2003 through July
2004, inclusive;
8. $25,000 on or before 08/01/2004;
9. $6,500/month on or before the 1st day of September 2004 through
July 2005, inclusive;
10. $25,000 on or before 08/01/2005;
11. $6,500/month on or before the 1st day of September 2005 through
December 2005, inclusive; and
12. $15,000 on or before 01/01/2006.
If PTAC pays the sum of $352,350 on or before December 31, 2003 or $371,925
on or before December 31, 2004 Radiant agreed to release PTAC from further
obligation under the settlement agreement.
If PTAC defaults in its obligations under the Settlement Agreement, and the
default is not cured within 5 days of written notice, PTAC agreed to entry of
the sum of $1,948,327.04, less amounts previously paid.
The first two payments noted above were timely paid in anticipation of
execution of the final settlement agreement.
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.
PRECISION AUTO CARE, INC.
Date: December 26, 2002 By: /s/ ROBERT R. FALCONI
------------------------------
Name: Robert R. Falconi
Title: Executive Vice President and
Chief Operating Officer