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) April 2, 2004
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
Not Applicable
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(Former name or former address, if changed since last report)
Item 5. Other Events and Regulation FD Disclosure
On March 31, 2004, IKON Office Solutions, Inc. (the "Company" or "IKON") issued
a press release announcing the completion of the transactions contemplated by
the Asset Purchase Agreement dated December 10, 2003, by and among IKON, General
Electric Capital Corporation ("GE"), and IOS Capital, LLC, which was filed on
Form 8-K with the Securities and Exchange Commission on December 15, 2003. The
press release also announced that the Company signed a definitive agreement with
GE to sell the Company's approximate CN$220 million Canadian lease portfolio to
GE, IKON's intended use of the proceeds, the termination of the Company's
existing $300 million credit facility and negotiations with lenders to replace
the facility on terms providing greater financial flexibility. A copy of this
press release is furnished with this report as Exhibit 99.
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 the expected
closing date of the Canadian transaction; expected proceeds from the
transactions; use of proceeds from the transactions; expected benefits from the
transactions, including balance sheet improvements, financial flexibility and
growth; plans to replace the credit facility; and, expected loss and fees
associated with the transactions. 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 2003 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.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) The following exhibit is furnished in accordance with the provisions of Item
601 of Regulation S-K.
Exhibit No.
99 Press Release of IKON Office Solutions, Inc. dated March 31, 2004
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/ William S. Urkiel
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William S. Urkiel
Senior Vice President and
Chief Financial Officer
Dated: April 2, 2004