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) December 11, 2003
IKON Office Solutions, Inc.
(Exact name of registrant as specified in its charter)
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OHIO File No. 1-5964 23-0334400
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(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification
incorporation) Number)
P.O. Box 834, Valley Forge, Pennsylvania 19482
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Registrant's telephone number, including area code: (610) 296-8000
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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 December 11, 2003, IKON Office Solutions, Inc. ("IKON") issued a press
release announcing that it had entered into a definitive agreement with General
Electric Capital Corporation ("GE") pursuant to which, among other things, GE
will acquire certain assets and liabilities of IKON's captive finance
subsidiary, IOS Capital, LLC. A copy of this press release is furnished with
this report as Exhibit 99.1.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
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Exhibit No.
99.1 Press Release dated December 11, 2003
99.2 Slides Accompanying the Web Cast Presentation dated
December 11, 2003
Item 9. Regulation FD Disclosure
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IKON hosted a conference call and live webcast with slides for analysts and
investors at 9:30 a.m. EST on December 11, 2003. A complete replay of the
webcast will be available on IKON's Investor Relations homepage approximately
two hours after the call ends for at least the next 90 days. To listen, please
go to www.ikon.com, Investor Relations, and select Presentations. Beginning at
1:00 p.m. EST on December 11, 2003 and ending at midnight EST on December 13,
2003, a complete replay of the conference call can also be accessed via
telephone by calling (719) 457-0820 and using the access code 636112. A copy of
the slides that accompany the webcast is furnished with this report as Exhibit
99.2. In accordance with instruction number two to Form 8-K, the information in
Exhibit 99.2 shall not be deemed to be "filed" for the purposes of the Exchange
Act. In accordance with instruction number four to Form 8-K, the information in
Exhibit 99.2 shall not be deemed to be incorporated by reference.
This report includes information which may constitute forward-looking statements
within the meaning of the federal securities laws. These forward-looking
statements include, but are not limited to, statements relating to IKON's
ability to complete the proposed transaction with GE involving IOS Capital; the
expected closing date of the transaction; fees and profit-sharing arrangements
upon signing of the Program Agreement; expected proceeds from the transaction;
future balance sheet improvements; and plans to renegotiate the credit facility.
Although IKON believes the expectations contained in such forward-looking
statements are reasonable, it can give no assurances that such expectations will
prove correct. Such forward-looking statements are based upon management's
current plans or expectations and are subject to a number of risks and
uncertainties, including, but not limited to: risks and uncertainties relating
to conducting operations in a competitive environment and a changing industry;
delays, difficulties, management transitions and employment issues associated
with consolidation of, and/or changes in business operations; the
implementation, timing and cost of the e-IKON initiative; risks and
uncertainties associated with existing or future vendor relationships; and
general economic conditions. Certain additional risks and uncertainties are set
forth in IKON's 2002 Annual Report on Form 10-K filed with the Securities and
Exchange Commission. As a consequence of these and other risks and
uncertainties, IKON's current plans, anticipated actions and future financial
condition and results may differ materially from those expressed in any
forward-looking statements.
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.
IKON OFFICE SOLUTIONS, INC.
By: /s/ KATHLEEN M. BURNS
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Kathleen M. Burns
Vice President and Treasurer
Dated: December 11, 2003