8-K 1 o10479_8k1202.txt DECEMBER 2, 2004 ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 29, 2004 THE OHIO ART COMPANY -------------------- (Exact name of registrant as specified in its charter) OHIO 0-4479 34-4319140 ------------------------------ ------------------------ ---------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) P.O.BOX 111, BRYAN, OH 43506 ----------------------------------------------------- ---------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (419) 636-3141 --------------- 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 (see General Instruction A.2. below): [ ] 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 ENTRY INTO A MATERIAL AGREEMENT The Ohio Art Company (the "Company") announced that on November 29, 2004, it entered into an asset purchase agreement to sell substantially all of the assets of its Strydel Diversified Products ("Strydel") division to May and Scofield, LLC. The purchase price for the sale will be dependent on the valuation of certain of the assets, including inventory and tooling, at the date of closing on the transaction. The Company agreed to retain liabilities of Strydel incurred prior to the closing of the sale with certain exceptions. The Strydel transaction is contingent upon the occurrence of certain conditions that must be met prior to the transfer of Strydel's assets. The effective date for the transfer is expected to be no later than March 31, 2005. There can be no assurance, however, that the closing will occur. 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. THE OHIO ART COMPANY By: /s/ Jerry D. Kneipp ------------------------------------ Name: Jerry D. Kneipp Date: December 2, 2004 Title: Chief Financial Officer

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): September 2, 2004

THE OHIO ART COMPANY

(Exact name of registrant as specified in its charter)

Ohio		0-4479		34-4319140
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

P.O. Box 111, Bryan, OH		43506
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code (419) 636-3141

Item 2.02. Results of Operations and Financial Condition.

The Ohio Art Company today issued a press release announcing operating results for the three and six months ended July 31, 2004. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Exhibits

99.1 Press release dated September 2, 2004, regarding operating results for the first half of fiscal 2005.

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.

	THE OHIO ART COMPANY
	By:	/s/ Jerry D. Kneipp
		Name: Jerry D. Kneipp
Date: September 2, 2004		Title: Chief Financial Officer

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