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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
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Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) October 1, 1996
PINNACLE MICRO, INC.
(Exact name of Registrant as specified in charter)
Delaware 0-21892 33-0238563
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
19 Technology Drive, Irvine, California 92618
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (714) 789-3000
Not Applicable
(Former name or former address, if changed, since last report)
Page 1 of 3 Pages
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ITEM 5. OTHER EVENTS
1. Scott Blum, a founder of the Company and Vice President, Marketing,
resigned his position as of October 1, 1996. Mr. Blum remains on the
Board of Directors.
2. The Company has two manufacturing facilities operating below capacity.
Management retained expert consultants to evaluate the situation and
recommend a solution. On October 2, 1996, the Company reaffirmed its
September decision to consolidate and reorganize its manufacturing
operations by closing and transferring the Irvine operation to Colorado
Springs, Colorado, where the Company has R&D and manufacturing facilities
and staff. Approximately 30 jobs will be eliminated in Irvine and 15
added in Colorado Springs .
3. As previously announced, the Company recorded a nonrecurring charge of
$4,333,000 in the third quarter of 1996. This charge is comprised of
nonrecurring charges of $2,731,000 for restructuring, including the
Company's planned consolidation and transfer of manufacturing operations
to Colorado Springs and related severance, excess leased facilities costs
(including closing the sales office in Japan) and contract terminations,
and nonrecurring charges of $1,602,000 primarily for changes to major
component contracts with two key suppliers.
4. September 14, 1996, was the first conversion date of a previously
reported $10 million offshore private placement of convertible
debentures. The second conversion date was October 14, 1996. As a result
of the conversion requests received as of the date of this filing,
approximately $5 million of the debentures have been converted into
approximately 979,000 shares of common stock at conversion prices ranging
from $4.55 to $6.44 per share. Prior to the first conversion date, the
Company had 7,924,850 shares of its common stock issued and outstanding.
When all shares have been issued resulting from the conversions of the
debentures to date, the Company will have approximately 8,903,624 shares
of its common stock issued and outstanding. The new shares when issued
will increase the Company's issued and outstanding common stock by
approximately 12.4% as compared the issued and outstanding immediately
prior to the first conversion date.
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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.
Date: October 22, 1996
PINNACLE MICRO, INC.
By: Lawrence Goelman
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Lawrence Goelman, President and
Chief Executive Officer
By: Roger Hay
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Roger Hay
Executive Vice President and
Chief Financial Officer