UNITED STATES
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): June 14, 2007
BANCTEC, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware |
| 0-9859 |
| 75-1559633 |
(State or Other Jurisdiction |
| (Commission File Number) |
| (I.R.S. Employer |
of Incorporation or Organization) |
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| Identification No.) |
2701 E. Grauwyler Road, Irving, Texas 75061
(Address of Principal Executive Offices) (Zip Code)
(972) 579-6000
Registrant’s telephone number, including area code:
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Section 8 – Other Events
Item 8.01. Other Events.
BancTec, Inc. (the “Company”) is pursuing a private offering of shares of its common stock, par value $0.01 per share (the “Common Stock”), to qualified institutional buyers, “accredited investors” (as such term is defined under Rule 501(a) of the Securities Act of 1933, as amended (the “Act’)) and non-U.S. persons in transactions exempt from registration under the Act. The Company has not entered into any definitive agreement with potential investors with respect to its offering of Common Stock. No assurance can be given as to whether or on what terms the Company will be able to consummate the proposed offering.
The net proceeds of the offering, before expenses, to the Company are expected to be approximately $375 million. The Company intends to use such net proceeds to: (i) prepay all principal and interest on the Company’s Senior Subordinated Note due 2009, estimated to be approximately $113 million; (ii) prepay all principal, premium and interest on the Company’s Senior Notes due 2008 (the “Senior Notes”), estimated to be approximately $96 million; and (iii) redeem or repurchase all outstanding shares of capital stock and stock options, estimated to be approximately $150 million. The Company intends to use the remainder of the net proceeds, estimated to be approximately $15 million, for working capital and general corporate purposes. Additionally, the Company plans to pay its initial 2007 semiannual interest payment due on the Senior Notes on Monday, June 18, 2007.
The Common Stock to be sold in the offering has not been registered under the Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. This document does not constitute an offer to sell or the solicitation of an offer to buy any shares of Common Stock, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.
All statements in this Current Report on Form 8-K that do not directly and exclusively relate to historical facts constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements represent the Company’s intentions, plans, expectations and beliefs, and are subject to risks, uncertainties and other factors, many of which are outside the Company’s control. These factors could cause actual results to differ materially from such forward-looking statements. For a written description of these factors, see the section titled “Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2006. The Company disclaims any intention or obligation to update these forward-looking statements whether as a result of subsequent events or otherwise except as required by law.
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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.
BANCTEC, INC. | |||
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Date: June 14, 2007 | By: | /s/ J. Coley Clark |
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| J. Coley Clark | |
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| President and Chief Executive Officer |
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