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): February 13, 2002 (February 12, 2002)
- ------------------------------------------------------------------------------------------------------------------------------------------------
TRIDEX CORPORATION
- ------------------------------------------------------------------------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Connecticut
- -----------------------------------------------------------------------------------------------------------------------------------------------
(State or other jurisdiction of incorporation)
1-5513 06-0682273
- ------------------------------------------------------------------------------------------------------------------------------------------------
(Commission File Number) (IRS Employer Identification Number)
6836 Morrison Blvd., Suite 400 Charlotte, NC 28211
- ------------------------------------------------------------------------------------------------------------------------------------------------
(Address of principal executive offices)
(704) 295-7000
- ------------------------------------------------------------------------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
N/A
- ------------------------------------------------------------------------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
Item 3. Bankruptcy or Receivership.
Tridex Corporation (the "Company")and its wholly owned subsidiary,
Progressive Software, Inc., filed voluntary petitions of bankruptcy
pursuant to Chapter 11 of the United States Bankruptcy Code in the United
States Bankruptcy Court, District of Connecticut, Bridgeport Division on
February 12, 2002.
The Company believes that it has exhausted all possible alternatives
to accomplish a successful restructuring without resorting to a bankruptcy
proceeding. Management believes that the Company's only remaining
alternative was to seek the protection of the Bankruptcy Court in an effort
to address the interests of all of its various constituencies. The Company
is confident that it can quickly effect a restructuring which will be
acceptable to all involved without disruption of service to its existing
and prospective customers.The Company does not anticipate any material
changes to its operations during the pendency of the proceedings.
Statements in this press release concerning the Company's business
outlook or future economic performances, anticipated profitability,
revenues, expenses or other financial items, and product or service line
growth, together with other statements that are not historical facts are
"forward-looking statements" as that term is defined under the Federal
Securities Laws. Any forward-looking statements are estimates, reflecting
the best judgment of the party making such statements based upon currently
available information and involve a number of risks, uncertainties and
other factors which could cause actual results to differ materially from
those stated in such statements. Risks, uncertainties and factors which
could affect the accuracy of such forward-looking statements are identified
in the public filings made by the Company with the Securities and Exchange
Commission, and forward-looking statements contained in this press release
or in other public statements of the Company should be considered in light
of those factors.Such factors may include, without limitation, the
availability of terms of capital in light of recent losses, cash flow
shortfalls and the Company's Chapter 11 bankruptcy filing; adverse actions
which may be taken by creditors and the outcome of various bankruptcy
proceedings; and the Company's ability to attract and retain customers,
suppliers and employees given its current financial position. There can be
no assurance that these and other factors will not affect the accuracy of
such forward- looking statements. The Company cautions investors that any
forward-looking statements made by the Company are not guarantees of future
performance. The Company disclaims any obligation to update any such
factors or to announce publicly the results of any revisions to any of the
forward-looking statements included herein to reflect future events or
developments.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
TRIDEX CORPORATION
By: /s/ William A. Beebe
--------------------
William A. Beebe
Chief Financial Officer
Date: February 13, 2002
April 20, 2001
Mr. J. Timothy Reilly
PricewaterhouseCoopers LLP
Certified Public Accountants
100 Pearl Street
Hartford, CT 06103
Dear Mr. Reilly:
This letter is to serve as notice to PricewaterhouseCoopers LLP that Tridex
Corporation and its Subsidiaries (collectively the "Company") have chosen
to dismiss your Firm as principal accountants for our Company. We have
enclosed a copy of Form 8-K that we expect to file with the Securities and
Exchange Commission (the "SEC") by April 25, 2001 with respect to the
Company's decision. Please review this Form 8-K and provide us a copy of
your response letter required to be filed with the Form 8-K.
We have retained the firm of Cherry, Bekaert & Holland, L.L.P. to serve
as the company's principal accountants. Raymond R. Quintin of this firm
will be contacting you regarding certain matters of due diligence that he
must perform in evaluating our Company for acceptance by his firm. We
hereby authorize you to fully disclose information requested by Mr. Quintin
in this regard to Cherry, Bekaert & Holland, L.L.P. In that regard,
please also accept this letter as our authorization to provide access to
your working papers regarding your audit of the Company's December 31, 2000
financial statements.
We appreciate your past service to the Company and thank you in advance for
your assistance in this transition.
Should you have any questions or comments, please call me.
Sincerely,
Tridex Corporation
By: /s/ William A. Beebe
--------------------
William A. Beebe
Its: Chief Financial Officer
---------------------
