SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report: February 27, 2001
DEL GLOBAL TECHNOLOGIES CORP.
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(Exact name of registrant as specified in its charter)
1-10512
(Commission File Number)
13-1784308
(IRS Employer Identification Number)
New York
(State of Incorporation)
1 Commerce Park, Valhalla, New York 10595
(Address of principal executive offices)
914-686-3600
(Registrant's Telephone Number, including area code)
Item 5. Other Events and Regulation FD Disclosure.
The Registrant, a New York corporation ("Del"), issued a press release dated
February 27, 2001 announcing (i) that Leonard A. Trugman has agreed to resign as
an officer and director; (ii) the resignation of George Solomon as a director;
(iii) the election of Samuel E. Park as Acting President and CEO, Thomas V.
Gilboy as CFO, Carole Murphy as Corporate Controller and Roger Winston as
Chairman of the Board; and (iv) that the SEC has issued an Order Directing
Private Investigation. The press release is attached hereto as an exhibit and is
incorporated herein by reference.
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.
DEL GLOBAL TECHNOLOGIES CORP.
By: /s/Samuel E. Park
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Dated: February 27, 2001 Samuel E. Park,
President and Chief Executive Officer
Del Global Technologies Corp. Announces the Election of Samuel E. Park as Acting
President and CEO, Thomas V. Gilboy as CFO, Carole Murphy as Corporate
Controller and Roger Winston as Chairman of the Board.
February 27, 2001
Valhalla, NY, February 27, 2001 - Del Global Technologies Corp. (DGTC)
announced today that Leonard A. Trugman, its Chief Executive Officer,
President and Chairman of the Board has agreed to resign his position
as an officer and director of the Company to pursue other
opportunities.
The Company announced that its Board of Directors elected Samuel E. Park as
Acting President and Chief Executive Officer, Thomas V. Gilboy as Chief
Financial Officer and Carole Murphy as Corporate Controller. Roger Winston
was elected as Chairman of the Board.
Samuel Park was most recently the president and founder of Hibernian
Consulting Group, which specializes in helping clients increase the
value of their companies. Mr. Park acquired significant industrial
manufacturing experience as president of the Americas division of
United Utilities Ltd. and as President of Leeds and Northrup, a unit of
General Signal.
Thomas Gilboy was most recently chief financial officer of Microwave
Power Devices, a leading supplier of signal amplification equipment for
wireless base stations. Mr. Gilboy obtained significant industry
experience as CFO of PureTec Corporation, an international plastics
company with operations in consumer goods, medical products and
packaging components. Mr. Gilboy also served as CFO of Troy
Corporation, an international specialty chemical and biologicals
company.
Carole Murphy has been with the Company since 1993 and served as its
Manager of Financial Reporting until her promotion to Corporate
Controller. Prior to joining the Company, Ms. Murphy was a controller
for Phoenix Pharmaceuticals, Inc.
Roger Winston has served as a director of the Company since February 1999.
Mr. Winston is a founder and director of Swarthmore Associates, LLC, a financial
consulting firm.
Unrelated to the foregoing, George Solomon has resigned from the Board
of Directors.
In addition, the Company announced that the Securities and Exchange
Commission has issued a formal order directing that an investigation be
made into the activities of certain unnamed persons and the Company
with respect to the Company's financial statements, financial
condition, results of operation, the Company's accounting entries,
practices and policies, and trading in the Company's stock. The Company
has retained counsel and plans to cooperate fully with the
investigation.
Del Global Technologies Corp. is primarily engaged in the design,
manufacture and marketing of state-of-the-art, cost-effective medical
imaging and diagnostic systems consisting of stationary and portable
imaging systems, radiographic/fluoroscopic systems, mammography
systems, Neo-Natal systems, dental imaging systems and proprietary
precision power conversion subsystems for medical as well as critical
industrial applications. These include airport explosives detection,
electronic noise suppression subsystems, analytical instrumentation,
semiconductor capital equipment and energy exploration.
This press release contains forward-looking statements. Such statements
involve various risks that may cause actual results to differ
materially. These risks include, but are not limited to, the effect on
the Company of ongoing internal reviews, external inquiries, and class
action litigation pertaining to its reported financial results, the
ability of the Company to obtain certified financial statements, to
file required annual and quarterly reports, and to reattain an exchange
listing, the ability of the Company to grow internally or by
acquisition and to integrate acquired businesses, changing industry and
competitive conditions, and other risks referred to in the Company's
registration statements and periodic reports filed with the Securities
and Exchange Commission.
Contact:
Del Global Technologies Corp., Valhalla
Elizabeth Lally
Tel: 914/686-3600
EXHIBIT 20.1