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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
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):
MAY 2, 2007
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GLOBECOMM SYSTEMS INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE
(STATE OR OTHER JURISDICTION OF INCORPORATION)
000-22839 11-3225567
(COMMISSION FILE NUMBER) (I.R.S. EMPLOYER IDENTIFICATION NO.)
45 Oser Avenue
Hauppauge, New York 11788
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
(631) 231-9800
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
Not Applicable
(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
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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 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS.
On May 2, 2007, pursuant to an Asset Purchase Agreement (the "Purchase
Agreement"), dated as of April 23, 2007, that we entered into with Lyman Bros.,
Inc., a Utah corporation ("Lyman Bros."), GlobalSat, LLC, a Delaware limited
liability company and a wholly-owned subsidiary of Lyman Bros. ("GlobalSat"),
and Globecomm Services Maryland LLC (successor by conversion to Snowbird
Acquisition Corp.), a Delaware limited liability company and a wholly-owned
subsidiary of ours (the "Acquisition Subsidiary"), we acquired substantially all
of the assets and assumed certain liabilities of the GlobalSat business (the
"Assets") and we acquired of 100% of the equity interests of Lyman Maryland
Properties, LLC, a Utah limited liability company and a wholly-owned subsidiary
of Lyman Bros. and Turbo Logic Associates, LLC, a Delaware limited liability
company and a wholly-owned subsidiary of Lyman Bros. (the "Companies").
Together, the Assets and the Companies comprise the GlobalSat Division of
Lyman Bros.
Pursuant to the terms of the Purchase Agreement, we acquired the GlobalSat
Division of Lyman Bros. for a purchase price of $18.4 million in cash, subject
to certain working capital adjustments. The purchase price was partially funded
through a $16 million acquisition term loan that was provided by Citibank, N.A.
A copy of the press release issued by us on May 3, 2007, announcing the
closing of our acquisition of the GlobalSat Division of Lyman Bros., is filed
herewith as Exhibit 99.1 and is incorporated herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial statements of businesses acquired.
The financial statements required by this item will be filed not later
than July 18, 2007, 71 calendar days after the date that this Report
is required to be filed with the U.S. Securities and Exchange
Commission.
(b) Pro forma financial information.
The pro forma financial statements required by this item will be filed
not later than July 18, 2007, 71 calendar days after the date that
this Report is required to be filed with the U.S. Securities and
Exchange Commission.
(d) Exhibits.
Exhibit Number Description
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2.1 Asset Purchase Agreement, dated as of April 23, 2007, by
and between, Globecomm Systems Inc., Lyman Bros.,
GlobalSat and the Acquisition Subsidiary.
99.1 Press Release, dated May 3, 2007, entitled Globecomm
Systems Closes Acquisition of GlobalSat Division of Lyman
Bros., Inc.
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.
GLOBECOMM SYSTEMS INC.
(Registrant)
By: /s/ Andrew C. Melfi
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Name: Andrew C. Melfi
Title: Vice President, Chief
Financial Officer and
Treasurer (Principal
Financial and Accounting
Officer)
Dated: May 8, 2007
