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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): July 2, 1997
Volt Information Sciences, Inc.
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(Exact name of registrant as specified in its charter)
New York 1-9232 13-5658129
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(State or other jurisdiction (Commission File (I.R.S. Employer
of incorporation) Number) Identification No.)
1221 Avenue of the Americas, New York, New York 10020
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (212) 704-2400
Not applicable
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(Former name, former address and former fiscal year,
if changed since last report)
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Item 5. Other Events
A. On July 2, 1997, the Company entered into a $75,000,000 three year,
syndicated, unsecured revolving Credit Agreement with a group of banks
for which The Chase Manhattan Bank ("Chase") and Fleet Bank, N.A. are
serving as co-agents. Borrowings under the facility are to bear interest
at rates based on London Interbank Offered Rate (LIBOR); the rate of
interest publicly announced by Chase as its prime rate; the secondary
market rate for three-month certificates of deposit or the federal funds
effective rate from time to time, plus applicable margins. The Agreement
provides for the maintenance of various financial ratios and covenants,
including, among other things, requirements that the Company maintain
consolidated net worth (as defined) of $110,000,000 plus 50% of the
Consolidated Net Income (as defined) for each, completed fiscal year
commencing immediately after the fiscal year ended November 1, 1996, and
certain limitations on the extent to which the Company and its
subsidiaries may incur additional indebtedness, liens and sales of
assets. The foregoing is a brief description of the credit facility and
is qualified in its entirety by reference to the Credit Agreement which
appears in Exhibit 4.1 to this report.
The new facility, for which Chase Securities, Inc. acted as advisor and
arranger, replaces Volt's current $10,000,000 revolving facility and its
$45,000,000 accounts receivable securitization facility.
B. The Company announced that it has recently entered into an agreement
with Telstra Corporation, its principal partner in the Pacific Access
joint venture corporation in Australia, pursuant to which the Company
was granted a one-month option, commencing November 1, 1997, to sell its
entire 12 1/4% interest in Pacific Access to Telstra for U.S.
$23,300,000. The Company's anticipated pre-tax profit, should it
exercise the option, would exceed U.S. $13,000,000. The option price is
U.S. $2,500,000 more than the Company would be likely to receive if, in
accordance with its existing contractual right, Telstra were to acquire
the Company's share on or after July 1, 1998.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial Statements:
None
(b) Pro Forma Financial Information:
None
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(c) Exhibits:
4.1 Credit Agreement dated July 2, 1997 among the Company, The Chase
Manhattan Bank, individually and as Administrative Agent, Fleet
Bank, N.A., individually and as Co-Agent, BankBoston, N.A.,
Mellon Bank, and Wells Fargo Bank, N.A.
99.1 Company's Press Release dated July 9, 1997.
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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 thereunto duly authorized.
VOLT INFORMATION SCIENCES, INC.
(Registrant)
BY: /s/ Jack Egan
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Jack Egan
Vice President - Corporate Accounting
July 14, 1997 (Principal Accounting Officer)
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EXHIBIT INDEX
Item No. Description
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4.1 Credit Agreement dated July 2, 1997 among the Company, The Chase
Manhattan Bank, individually and as Administrative Agent, Fleet
Bank, N.A., individually and as Co-Agent, BankBoston, N.A.,
Mellon Bank, and Wells Fargo Bank, N.A.
99.1 Company's Press Release dated July 9, 1997.