UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): March 2, 2000
GENICOM CORPORATION
(Exact name of registrant as specified in its charter)
================================================================================
Delaware 0-14685 51-0271821
================================================================================
(State or other jurisdiction of (Commission (IRS Employer
incorporation) File Number) Identification No.)
================================================================================
================================================================================
14800 Conference Center Drive, 20151
Suite 400, Westfields
Chantilly, Virginia
================================================================================
(Address of principal executive offices) (Zip Code)
================================================================================
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (703) 802-9200
ITEM 3. BANKRUPTCY OR RECEIVERSHIP.
On March 10, 2000, Genicom Corporation (the "Company") filed in the United
States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"),
Case No. 00-1383, a voluntary petition for relief under Chapter 11 of the United
States Bankruptcy Code. On March 10, 2000, the Company also disseminated the
press release filed with this Current Report on Form 8-K as Exhibit 99.1.
ITEM 5. OTHER EVENTS.
Effective March 2, 2000 Paul Winn resigned as President and Chief Operating
Officer and as a member of the Board of Directors of the Company, and James
Gayle resigned as Chief Financial Officer. On March 13, 2000, Abraham Ostrovsky
resigned as a member of the Board of Directors of the Company. Effective March
20, 2000, Shaun Donnellan was appointed as President and Chief Executive Officer
of the Company, William Ligon as Senior Vice President and Chief Operating
Officer, A. Jeffrey Zappone as Senior Vice President and Chief Financial
Officer, and John Lefevere as Vice President - Legal. Effective March 6, 2000,
Harold L. McIlroy shall no longer serve as Chief Operating Officer of DSC, a
division of the Company.
On March 22, 2000, the Company filed a Motion with the Bankruptcy Court, in
which the Company asked the Bankruptcy Court to approve, inter alia, procedures
for the solicitation of
bids for the sale of the Company's assets otherwise than in the ordinary course
of business. Prior to the filing of this Motion, the Company, after consultation
with its secured lenders, entered into a Term Sheet with Platinum Equity
Holdings ("Platinum") for the purchase of substantially all of its assets. A
copy of the Term Sheet is attached as Exhibit 99.2. The Term Sheet does not
prohibit the solicitation of other offers for the purchase of some or all of the
Company's assets. In the event the Company does not receive any higher bids for
its assets, the Company proposes, subject to the approval of the Bankruptcy
Court, to proceed with an asset sale transaction with Platinum.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
EXHIBITS. The following exhibits are furnished with this report:
EXHIBIT DESCRIPTION
- ------- -----------
99.1 Press Release, dated March 10, 2000, issued by Genicom Corporation.
99.2 Term Sheet - Platinum Equity Holdings Purchase of Genicom Assets
FORWARD LOOKING STATEMENTS.
The statements contained in this release that are not historical facts are
forward-looking statements. These forward-looking statements reflect the
Company's views with respect to future events and financial performance. Such
statements are subject to risks and uncertainties that could cause the Company's
actual results and financial position to differ materially from those projected
in the forward-looking statements. Risks associated with the Company's
forward-looking statements include, but are not limited to, continued losses
that could affect the Company's abilitity to maintain itself as a going concern,
the effect of economic conditions, the impact of competition, as well as those
other risks detailed, from time to time, in the Company's Securities and
Exchange Commission filings. Readers are cautioned not to place undue reliance
on these forward-looking statements, which speak only as of their dates. The
Company undertakes no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information, future
events or otherwise.
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.
GENICOM CORPORATION
/s/ SHAUN DONNELLAN
-------------------------------------
DATE: MARCH 23, 2000 By: Shaun Donnellan
--------------
President and Chief Executive Officer
EXHIBIT INDEX
EXHIBIT DESCRIPTION
- ------- -----------
99.1 Press Release, dated March 10, 2000, issued by Genicom Corporation.
99.2 Tern Sheet - Platinum Equity Holdings Purchase of Genicom Assets