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): September 4, 2001
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PC Connection, Inc
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(Exact Name of Registrant as Specified in its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
000-23827 02-0513618
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(Commission File Number) (IRS Employer Identification No.)
Route 101A, 730 Milford Road, Merrimack, New Hampshire 03054
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(Address of Principal Executive Offices) (Zip Code)
(603) 423-2000
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events.
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On September 4, 2001, PC Connection, Inc., a Delaware corporation ("PC
Connection") announced today that it and Cyberian Outpost, Inc., a Delaware
corporation ("Cyberian Outpost") have terminated their Merger Agreement, entered
into on May 29, 2001 and all other agreements between them, including the Stock
Warrant Agreement, the Credit and Supply Agreement, the Security Agreement and
the Note, each entered into on May 29, 2001. The terms of the termination,
including mutual releases between the parties, are set forth in a Termination
Agreement executed today by and among PC Connection, Cyberian Outpost, Merrimack
Services Corporation, a Delaware corporation and an affiliate of PC Connection
("Merrimack"), and Fry's Electronics, Inc., a Delaware corporation ("Fry's").
Pursuant to the Termination Agreement, Cyberian Outpost has repaid PC Connection
in full all amounts due under the terminated credit facility. PC Connection will
withdraw the registration statement previously filed with the Securities and
Exchange Commission related to the terminated merger proposal.
A copy of the termination agreement and the press release are attached to this
Current Report on Form 8-K as Exhibits 99.1 and 99.2, respectively, and are
incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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(c) Exhibits.
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99.1 Termination Agreement, dated September 4, 2001 and entered into
by and among PC Connection, Cyberian Outpost, Merrimack and
Fry's (1)
99.2 Press Release issued on September 4, 2001
(1) Exhibit A to the Agreement has been omitted from this filing pursuant to
Item 601(b)(2) of Regulation S-K. PC Connection will furnish copies of this
exhibit to the U.S. Securities and Exchange Commission upon request.
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SIGNATURE
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: September 4, 2001 REGISTRANT
PC CONNECTION, INC.
By:/s/ Mark A. Gavin
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Mark A. Gavin
Senior Vice President of Finance
and Chief Financial Officer
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EXHIBIT INDEX
Exhibit Number Description
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99.1 Termination Agreement, dated September 4, 2001 and
entered into by and among PC Connection, Cyberian
Outpost, Merrimack and Fry's (1)
99.2 Press Release issued on September 4, 2001
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(1) Exhibit A to the Agreement has been omitted from this filing pursuant to
Item 601(b)(2) of Regulation S-K. PC Connection will furnish copies of this
exhibit to the U.S. Securities and Exchange Commission upon request.