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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 001-05674
Date of Report (date of earliest event reported): JULY 31, 2004
ANGELICA CORPORATION
(Exact name of registrant as specified in its charter)
MISSOURI 43-0905260
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
424 SOUTH WOODS MILL ROAD
CHESTERFIELD, MISSOURI 63017-3406
(Address of principal executive offices) (Zip Code)
(314) 854-3800
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE.
On July 31, 2004, Angelica Corporation, a Missouri corporation (the
"Company"), closed the sale to Healthcare Uniform Company, Inc., a Delaware
corporation ("Healthcare Uniform") of certain of its assets relating to its
Life Uniform retail division (the "Asset Sale").
The Asset Sale was consummated pursuant to the terms and conditions
of an Asset Purchase Agreement dated July 7, 2004 (the "Asset Purchase
Agreement"). Healthcare Uniform paid an aggregate amount of consideration
equal to approximately $12 million in cash and approximately $4 million on a
note, plus assumption of approximately $6 million of liabilities.
The purchase price paid in connection with the sale was determined
through arms-length negotiations among the parties to the Agreement. The
foregoing description is qualified in its entirety by reference to the
Company's press release announcing the closing of the Asset Sale that is
filed herewith as Exhibit 99.1 and is incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits. See Exhibit Index.
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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.
Dated: August 2, 2004
ANGELICA CORPORATION
By: /s/ James W. Shaffer
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James W. Shaffer
Vice President, Treasurer and Chief
Financial Officer
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EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release dated August 2, 2004 announcing the closing of the
sale to Healthcare Uniform Company, Inc. of substantially all of
the assets of Angelica Corporation's Life Uniform retail
division.
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