Form 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-------------------
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 29, 1997
OR
[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transaction period from__________ to ___________
Commission file number 0-16071
CALCOMP TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
Delaware 06-0888312
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2411 W. La Palma Avenue
Anaheim, California 92803
(Address of principal executive offices) (Zip Code)
(714) 821-2000
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months, and (2) has been subject to such filing requirements
for the past 90 days.
YES [X] NO [_]
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class of Common Stock Outstanding at July 25, 1997
--------------------- ----------------------------
$ .01 par value 46,898,650
CALCOMP TECHNOLOGY, INC. AND SUBSIDIARIES
TABLE OF CONTENTS
------------------------------
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements Page
----
Condensed Consolidated Balance Sheets for the periods ended
June 29, 1997 and December 29, 1996.......................... 1
Condensed Consolidated Statements of Operations for the three
and six months ended June 29, 1997 and June 30, 1996......... 2
Condensed Consolidated Statements of Cash Flows for the six
months ended June 29, 1997 and June 30, 1996................. 3
Notes to Condensed Consolidated Financial Statements......... 4
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations.................................... 8
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K............................ 11
Signatures........................................................... 12
CALCOMP TECHNOLOGY, INC.
Condensed Consolidated Balance Sheets
--------------
June 29, December 29,
1997 1996
(Unaudited)
-------------- ------------
ASSETS: (In thousands)
Current Assets:
Cash $ 8,568 $ 15,290
Accounts receivable, net 42,533 48,230
Accounts receivable from affiliates, net 3,420 3,929
Inventories (Note 3) 57,740 57,765
Net assets held for sale (Note 6) --- 15,119
Prepaids and other current assets 3,286 5,866
--------- ---------
Total Current Assets 115,547 146,199
Property, plant and equipment, net 28,733 26,891
Goodwill, net 82,522 82,080
Other assets 19,644 20,915
--------- ---------
Total Assets $ 246,446 $ 276,085
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY:
Current Liabilities:
Accounts payable $ 19,470 $ 27,554
Deferred revenue 8,556 9,217
Accrued restructuring costs 4,000 9,355
Accrued reorganization costs (Note 2) 7,056 5,595
Other accrued liabilities 9,393 10,871
Line of credit --- 2,948
Line of credit with Majority Shareholder
(Note 4) 36,611 ---
Other current liabilities 19,149 19,428
--------- ---------
Total Current Liabilities 104,235 84,968
Other long-term liabilities 8,445 9,733
Line of Credit with Majority Shareholder (Note
4) --- 28,880
Stockholders' Equity:
Preferred stock, $.01 par value, 5,000,000 shares
authorized --- ---
Common stock,$.01 par value, 60,000,000 shares
authorized, 46,898,650 shares issued on June 29,
1997 and December 29, 1996 469 469
Additional paid-in capital 286,860 286,860
Accumulated deficit (158,771) (141,957)
Cumulative translation adjustment 5,673 7,597
Less: Treasury stock, at cost, 49,000 shares (465) (465)
--------- ---------
Total Stockholders' Equity 133,766 152,504
--------- ---------
Total Liabilities and Stockholders' Equity $ 246,446 $ 276,085
========= =========
See accompanying notes to condensed consolidated financial statements.
1
CalComp Technology, Inc.
Condensed Consolidated Statements of Operations
-------------------------------------
(Unaudited)
Three Months Ended Six Months Ended
-------------------------- --------------------------
June 29, June 30, June 29, June 30,
1997 1996 1997 1996
----------- ----------- ----------- -----------
(In Thousands, except share and per share data)
NET REVENUE $ 52,060 $ 46,954 $ 112,583 $ 102,806
Cost applicable to revenues 41,824 39,285 90,420 80,668
----------- ----------- ----------- -----------
Gross Profit 10,236 7,669 22,163 22,138
EXPENSES:
Selling 9,556 11,718 20,516 23,428
Research and development 5,628 5,027 9,266 10,098
General and administrative 6,297 4,105 10,932 8,341
Corporate expenses from Majority Shareholder 725 56 1,450 2,362
Gain on disposal of facility (Note 6) (5,873) --- (5,873) ---
----------- ----------- ----------- -----------
LOSS FROM OPERATIONS (6,097) (13,237) (14,128) (22,091)
Interest expense (1,130) --- (2,011) ---
Other (expense) income, net 136 102 (148) 742
----------- ----------- ----------- -----------
LOSS BEFORE INCOME TAXES (7,091) (13,135) (16,287) (21,349)
Provision for (Benefit of) income taxes 234 (283) 527 618
----------- ----------- ----------- -----------
NET LOSS $ (7,325) $ (12,852) $ (16,814) $ (21,967)
=========== =========== =========== ===========
NET LOSS PER SHARE OF COMMON STOCK $ (0.16) $ (0.32) $ (0.36) $ (0.54)
WEIGHTED-AVERAGE SHARES OUTSTANDING 46,898,650 40,742,957 46,898,650 40,742,957
See accompanying notes to condensed consolidated financial statements.
2
CalComp Technology, Inc.
Condensed Consolidated Statements of Cash Flows
-------------------------------------
(Unaudited)
Six Months Ended
-----------------------------------
June 29, 1997 June 30, 1996
------------- -------------
(In thousands)
Operating activities:
Net loss $(16,814) $(21,967)
Adjustments to reconcile net loss to net cash used
in operating activities:
Depreciation and amortization 5,939 4,612
Gain on disposal of facility (5,873) --
Restructuring payments (5,355) --
Reorganization payments (1,679) --
Investee income (523) (383)
Net changes in operating assets and liabilities (3,850) 10,415
-------- --------
Net cash used in operating activities (28,155) (7,323)
Investing activities:
Net Proceeds on disposal of facility 21,121 --
Purchase of property, plant and equipment (4,678) (2,267)
Proceeds from disposition of property, plant and equipment 635 66
Dividends received 168 311
-------- --------
Net cash provided (used) by investing activities 17,246 (1,890)
Financing activities:
Proceeds from line of credit with Majority Shareholder 7,731 --
Repayment of revolving credit line (2,948) --
Net cash received from Majority Shareholder -- 8,889
-------- --------
Net cash provided by financing activities 4,783 8,889
Effect of exchange rate changes on cash (596) (136)
-------- --------
Change in cash (6,722) (460)
Cash at beginning of period 15,290 14,574
Cash at end of period $ 8,568 $ 14,114
======== ========
Supplementary disclosures of cash flow information:
Net income taxes (received) paid $ (361) $ 93
Interest paid $ 2,116 $ --
See accompanying notes to condensed consolidated financial statements
3
CalComp Technology, Inc.
Notes to Condensed Consolidated Financial Statements
--------------------------------------------------
June 29, 1997
------------------------------------
(Unaudited)
1. Basis of Presentation
The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and Rule
10-01 of Regulation S-X. Accordingly, they do not include all of the
information and notes required by generally accepted accounting principles for
complete financial statements. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation have been included. Operating results for the three month and six
month periods ended June 29, 1997, are not necessarily indicative of the results
that may be expected for the Company's fiscal year or any other interim period.
Certain reclassifications of prior year amounts have been made to conform to the
current year presentation.
It is suggested that the financial statements be read in conjunction with the
information contained in the Company's Annual Report on Form 10-K, for the year
ended December 29, 1996, filed with the Securities and Exchange Commission.
2. Merger of Summagraphics Corporation with CalComp, Inc.
CalComp Technology, Inc. (the "Company") completed a Plan of Reorganization
(the "Exchange")for the exchange of Stock of CalComp Inc. for Stock of
Summagraphics Corporation as of July 23, 1996. Pursuant to the Exchange, the
Company issued to Lockheed Martin Corporation ("Majority Shareholder")
40,742,957 shares of Common Stock of the Company, representing 89.7% of the
total outstanding shares of Common Stock of the Company following such issuance,
in exchange for all of the outstanding capital stock of CalComp Inc. As a
result of the Exchange, Lockheed Martin Corporation acquired control of the
Company and CalComp Inc. became a wholly-owned subsidiary of the Company. In
connection with the Exchange, the Company changed its name from Summagraphics
Corporation to CalComp Technology, Inc. and changed its year end from May 31 to
a fifty-two, fifty-three week fiscal year ending on the last Sunday of December.
The purchase was accounted for as a "reverse acquisition" whereby CalComp Inc.
was deemed to have acquired CalComp Technology, Inc. (formerly Summagraphics
Corporation) for financial reporting purposes. However, CalComp Technology, Inc.
remains the continuing legal entity and registrant for Securities and Exchange
Commission filing purposes. Consistent with reverse acquisition accounting, the
historical financial statements of the Company presented for the three month and
six periods ended June 30, 1996, are the consolidated financial statements of
CalComp Inc. and differ from the consolidated financial statements of the
Company previously reported.
4
During the three-month period ended June 29, 1997, the purchase price
allocation for the exchange was adjusted to reflect differences between the
current and preliminary estimate of costs incurred to terminate facility leases
and to reflect actual costs incurred related to various acquisition liabilities.
The purchase price allocation adjustment resulted in an adjustment to increase
goodwill by $3,140,000.
3. Inventories
Inventories, net of reserves, as of June 29, 1997 and December 29, 1996 are as
follows:
June 29, December 29,
1997 1996
-------- ------------
(in thousands)
Raw materials and purchased components $13,601 $ 16,719
Work in process 853 699
Finished goods 43,286 40,347
------- --------
$57,740 $ 57,765
======= ========
4. Line of Credit and Cash Management Agreements with Majority Shareholder
Revolving Credit Agreement: In July 1996, the Company and the Majority
Shareholder entered into a Revolving Credit Agreement, which was subsequently
amended and restated ("Agreement"), pursuant to which the Majority Shareholder
will provide, from time to time, financing of up to $73,000,000 for repayment of
specified indebtedness and general corporate purposes including, without
limitation, financing the working capital needs of the Company and its
subsidiaries. Among other things the Agreement provides for a grant of a
general security interest in the Company's assets to the Majority Shareholder.
The Agreement has a termination date of July 22, 1998, however, the commitment
of the Majority Shareholder to make loans to the Company may be canceled, with
120 days prior written notice, at any time after the first anniversary date of
the Agreement dated December 20, 1996.
The Agreement bears interest, at the Company's option, at either (1) a rate
per annum equal to the higher of the Federal Funds Rate as published in the
Federal Reserve System plus 0.5% or the rate publicly announced from time to
time by Morgan Guaranty Trust Company of New York as its "prime" rate or (2)
LIBOR plus 2.0%. The Agreement contains certain negative and affirmative
covenants. There is no required prepayment or scheduled reduction of
availability of loans under the Agreement.
Cash Management Agreement: Additionally, in July 1996, the Company and the
Majority Shareholder entered into a cash management agreement, whereby the
Majority Shareholder will provide cash advances up to $2,000,000 to the Company
for cash shortfalls. This agreement has a termination date of June 1, 1998 and
bears interest at the Federal Funds Rate.
As of June 29, 1997 the Company has an aggregate balance of $36,611,000 on the
Revolving Credit and Cash Management Agreements, with an interest rate of 7.7%.
5
5. Per Share Data
Net loss per share has been calculated by dividing net loss by the weighted
average number of common shares outstanding during the period. All common stock
equivalents have been excluded from the calculation of weighted average common
shares outstanding because their inclusion would be anti-dilutive or decrease
the loss per share amount otherwise computed. In February 1997, the Financial
Accounting Standards Board Issued Statement of Financial Accounting Standards
(SFAS) No. 128, "Earnings Per Share", which establishes new standards for
computing and disclosing earnings per share. The Statement requires dual
presentation of "basic" and "diluted" earnings per share, each as defined
therein, which replace primary and fully diluted earnings per share,
respectively, required under current guidance. SFAS No. 128 is effective for
financial statements for both interim and annual periods ending after December
15, 1997. Early adoption is not permitted; however, after the effective date,
all prior period earnings per share data presented will be required to be
restated to conform to the provisions of the new statement. Management does not
currently anticipate that earnings per share computed under the new standard
will differ materially from earnings per share computed and disclosed under
current guidance.
6. Disposal of Headquarters Facility
On June 24, 1997, the Company completed the sale of its 27.9 acre headquarters
facility, including ten buildings, in Anaheim, California, to Lincoln Property
Company, Inc. of Dallas, Texas, and D.L.J. Real Estate Capital Partners for
$21.5 million, less associated costs to sell. During the fourth quarter of
1996, the Company had previously estimated it would incur a loss on the facility
and had written the facility down to its then current appraised value of $15.1
million. As a result of this write-down and the subsequent sale of the facility
for $21.5 million, less associated costs to sell, the Company recognized a gain
on the sale of $5.9 million.
Under terms of the transaction, the Company will lease back approximately
138,500 square feet of space, or two of the ten buildings located on the
property, for one year, with an option to continue the lease for an additional
year. The sale of the Anaheim property is part of the Company's previously
announced program to reduce operating expenses and streamline its
infrastructure.
Proceeds from the sale of the property were used to reduce outstanding
borrowings under a line of credit the Company has with the Majority Shareholder.
7. Contingencies
Legal: On November 18, 1996, the Company acquired all the outstanding common
stock of Topaz Technologies, Inc. ("Topaz"), a privately held company in
Sunnyvale, California. Topaz is a developer and manufacturer of a proprietary
inkjet printing technology.
6
A complaint was filed on January 25, 1997 by Raster Graphics, Inc. ("Raster
Graphics"), against Topaz, the former shareholders of Topaz, Andreas Bibl, Deane
Gardner and John Higginson (the former "Topaz Shareholders"), and the Company in
California Superior Court in Santa Clara County. The complaint alleged, among
other things, misappropriation of trade secrets, breach of fiduciary duty,
unfair competition, breach of contract and conversion arising from the
employment by Raster Graphics of the former Topaz Shareholders who founded
Raster Graphics in 1987 while they participated in the development of certain
inkjet technology. On April 18, 1997, Raster Graphics filed an amended
complaint, dismissing its claims against the Company and amending the complaint
to focus on technology relating to a test fixture that had been developed at
Raster Graphics. The complaint seeks unspecified compensatory damages, punitive
damages, costs and injunctive relief. The Company continues to believe that the
inkjet printing technology developed by Topaz is proprietary to Topaz and is not
based on Raster Graphics technology, and that this suit is without merit.
The Company is also party to other legal actions in the normal course of its
business. The Company does not believe that the disposition of these matters
will have a material adverse effect on its financial position or results of
operations taken as a whole.
Environmental Matters: In connection with the sale of the Company's
headquarters facility in Anaheim, California, the Company has agreed to remain
obligated to address certain environmental conditions, which existed at the
site, prior to the closing of the sale, if remediation is required by
appropriate governmental authorities. In addition, Lockheed Martin, the
Company's Majority Shareholder has guaranteed the performance of the Company
under this environmental agreement. The Company's environmental status to date
includes the 1988 submision of a plan to the California Regional Water Quality
Control Board (the Water Board) relating the Company's facility in Anaheim.
This plan includes continuing monitoring of several ground water sampling wells
at the site. No remediation has been ordered to date by the Water Board and,
therefore, no liability has been recorded for any such activities. Due to the
nature of the contingency, management is unable to estimate a possible range of
costs, if any, that may be incurred should remediation be required. The Company
is currently conducting a study to evaluate possible remediation techniques in
the event of any future governmental requirements.
Effective January 1, 1997, the Company adopted the American Institute of
Certified Public Accountants' Statement of Position (SOP) No. 96-1,
"Environmental Remediation Liabilities." In addition to providing a
nonauthoritative discussion of major federal legislation dealing with
environmental matters, SOP 96-1 also provides authoritative guidance on certain
remediation liabilities. The impact of the adoption of this SOP was not
material to the Company's consolidated results of operations, financial position
or disclosures.
7
CalComp Technology, Inc.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Results of Operations:
On July 23, 1996, Summagraphics Corporation ("Summagraphics") and CalComp Inc.
("CalComp"), a wholly-owned subsidiary of Lockheed Martin Corporation, effected
a plan of reorganization for the exchange of CalComp stock for Summagraphics
stock, after which Summagraphics changed its name to CalComp Technology, Inc.
(the "Company"). The newly reorganized company adopted a fiscal year ending on
the last Sunday of December. For accounting purposes, CalComp was treated as
the acquiring company. Therefore, the financial statements for the prior year
periods are those of CalComp and the financial statements for the current year
reflect CalComp's acquisition of Summagraphics as of July 23, 1996.
During the quarter ended June 29, 1997, the purchase price allocation for the
Exchange was adjusted to reflect differences between the current and preliminary
estimate of costs incurred to terminate facility leases and to reflect actual
costs incurred related to various acquisition liabilities. The purchase price
allocation revision resulted in an adjustment to increase goodwill by $3.1
million.
Revenues
Net revenues for the quarter ended June 29, 1997 were $52.1 million as
compared to $47 million for the same period in 1996, an increase of 11%.
Product and services revenues increased 13% and 1%, respectively, versus the
same period in 1996. Product revenues for the quarter were favorably impacted
by the addition of the Summagraphics' Cutter and Digitizer product lines and the
Summagraphics' CAD Warehouse business. Service revenues declined to 17% of
total revenue during the period versus 19% during the prior period due primarily
to the transition to lower cost products, which traditionally do not capture the
same level of service contract revenue as higher cost products, and a lower rate
of service contract renewals as older generation products were retired from
service.
Net revenues for the six months ended June 29, 1997 were $112.6 million as
compared to $102.8 million for the same period in 1996, an increase of 9.5%.
Product revenues were up 16% while service revenues were down by 15% versus the
same period in 1996. The increase in product revenue was primarily associated
with the acquisition of the Summagraphics' Cutter and Digitizer product lines
and the CAD Warehouse business. Service contract revenues were down for the six
months for the same reasons discussed above for the quarter.
Gross Profit
Gross profit as a percentage of net revenue was 20% for the second quarter of
1997, compared to 16% for the second quarter of 1996. The improvement in
margin versus the prior year relates primarily to improved exchange rates on
yen denominated purchases during the period which lowered cost of goods sold,
as well as discounting of selling prices in the prior year to counter
competitive end of life pricing, which was not required during the current
period. On a year to date basis, gross profit for 1997 was 20% of net revenue
versus 22% for the comparable period in the prior year. This decrease was
primarily attributable to: continued competitive pricing pressure; continued
shift in the mix of products sold towards lower cost, lower margin products; the
phase out of mature, end of life products at reduced selling prices; and the
continued deterioration in service gross margins primarily due to decreased
service revenues without corresponding cost reductions.
The companies that participate in the industry are highly competitive.
Reduced unit selling prices and shortened product life cycles are expected to
continue to place pressure on the Company's margins.
8
Operating Expenses:
Expenses for the quarter decreased 22% or $4.6 million to $16.3 million,
compared to the prior year quarter, primarily due to the recognition of the one
time gain of $5.9 million from the sale of the Company's headquarters facility
during the period. Excluding such gain, expenses increased 6% or $1.3 million
for the quarter.
Selling expenses as a percentage of net revenue declined to 18% for the
second quarter and first six months compared to 25% and 23% of net revenues for
the second quarter and first six months of 1996, respectively, primarily from
the benefits of facility and staffing consolidations as well as reductions in
advertising and marketing expenditures.
Development expenses as a percentage of net revenue were 11% for the second
quarter and 8% for the first six months of 1997, compared to 11% for the second
quarter and 10% for the first six months of 1996, respectively. The quarter to
quarter spending, while substantially flat, reflects increases in spending
associated with the Company's focus on new inkjet technologies substantially
offset by spending reductions in mature technologies.
General and administrative expenses increased as a percentage of net revenue
to 12% for the second quarter and 10% for the first six months of 1997 as
compared to 9% for the second quarter and 8% for the first six months of 1996,
respectively, primarily attributable to: increases in expenses relating to new
management information systems; increases in goodwill and intangible
amortization expenses resulting from the Summagraphics and Topaz acquisitions;
and relocation and facility consolidation expenses required as a result of the
sale of the headquarters facility; partially offset by expense reductions
resulting from cost reduction and restructuring actions taken during 1996 and
1997. Corporate expenses decreased to $0.7 million for the quarter and $1.5
million year to date, or to 1% of net revenues for the period, versus 2% in the
prior year as a result of decreases in expense allocations to the Company by its
Majority Shareholder.
Interest Expense
Interest expense was $1.1 million for the quarter and $2.0 million year to
date, representing 2% of net revenues for the periods, while there was no
interest expense for the same periods in the prior year. This is a result of
borrowings during the first half of 1997 not required in the prior year.
Income Taxes
Income taxes were $0.2 million for the second quarter versus an income tax
benefit of $0.3 million for the same quarter last year. Income taxes for the
first six months of 1997 were $0.5 million versus $0.6 million for the same
period in 1996. These taxes result primarily from provision of foreign taxes
for profitable foreign locations.
Liquidity and Capital Resources
When possible, the Company finances its working capital needs and capital
expenditure requirements from internally generated funds. At June 29, 1997, the
Company had cash of $8.6 million consisting primarily of foreign cash balances.
During the six months ended June 29, 1997, the Company used $28.2 million in
operations primarily to fund its $16.8 million net loss, net of depreciation and
amortization and gain on disposal of facility, and $7.0 million in payments
relating to the Company's reorganization and restructuring plans announced in
1996. In addition, the Company used $4.7 million for investments in plant and
equipment and $2.9 million to repay preexisting Summagraphics debt. Those uses
of cash were funded primarily by borrowings from the Company's Majority
Shareholder of $7.7 million, pursuant to the Revolving Credit Agreement and Cash
Management Agreement ("Credit Agreements") and $21.1 million in net proceeds
from the sale of the Company's headquarters facility in Anaheim, California.
9
In connection with these Credit Agreements, the Company has access to $75
million of general purpose financing. The Credit Agreements contain typical
covenants with respect to the conduct of the Company's business and require the
maintenance of various financial balances and ratios. As of June 29, 1997, the
Company was in compliance with all such covenants. As of June 29, 1997, the
Company has utilized $36.6 million of amounts available under its Credit
Agreements.
During the first six months of 1997, the Company spent $0.7 million in the
implementation of its management information systems and $3.4 million for new
equipment to support its new line of large format digital imaging products. It
expects to spend $1.0 million during the remainder of 1997 on its management
information systems and an additional $2.0 million on equipment to support its
new line of large format digital imaging products. The Company anticipates that
cash generated from operations and funds available under the Credit Agreements
should be sufficient to fund the Company's anticipated operating needs for the
foreseeable future.
Restructuring
During the fourth quarter of 1996, the Company incurred a one time
restructuring charge of $21.0 million consisting of $10.9 million for the write
down of the Company's headquarters facility to its estimated fair market value,
lease termination and fixed asset disposition costs of $3.2 million related to
the company exiting from certain facilities, and severance costs of $6.9 million
associated with the elimination of 285 positions worldwide. Year to date, the
Company has spent $5.4 million against these accruals to cover primarily
severance actions and the elimination and consolidation of facilities occurring
during the period.
In June 1997, the Company completed the sale of its 27.9 acre headquarters
facility in Anaheim, California for $21.5 million, less associated costs to
sell. During the fourth quarter of 1996, the Company had previously estimated it
would incur a loss on the facility and had written the facility down to its then
current appraised value of $15.1 million. As a result of this write-down and the
subsequent sale of the facility, the Company recognized a gain on the sale of
$5.9 million. Pursuant to the transaction, the Company will lease back
approximately 138,500 square feet of space for one year, with an option to
extend for a second year. Proceeds from the sale of the property were used to
reduce outstanding borrowings under the Credit Agreements with the Company's
Majority Shareholder. The sale of the Anaheim property is part of the Company's
previously announced program to reduce operating expenses and streamline the
Company's infrastructure.
This Report on Form 10-Q contains statements which, to the extent that they
are not recitations of historical facts, constitute "forward-looking statements"
within the meaning of Section 27A of the Securities Act of 1933, as amended and
Section 21E of the Securities Exchange Act of 1934, as amended. All forward
looking statements involve risks and uncertainties. The forward looking
statements in this Report on Form 10-Q have been made subject to the safe harbor
protections provided by Sections 27A and 21E.
10
CalComp Technology, Inc.
PART II. OTHER INFORMATION
-------------------------------
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits - The following exhibits are included herein:
10.25 Headquarters Lease Agreement dated as of June 24, 1997
between the Company and Lincoln - RECP Anaheim OPCO, LLC.
10.26 Agreement of Purchase and Sale and Joint Escrow
Instructions dated as of April 4, 1997 between
the Company and Lincoln Property Company, N.C., Inc.
27 Financial Data Schedule
(b) Reports on Form 8-K:
None
11
CalComp Technology, Inc.
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 thereunto duly authorized.
CALCOMP TECHNOLOGY, INC
-----------------------
(Registrant)
Date: August 8, 1997
/s/ John C. Batterton
---------------------
John C. Batterton
President and Chief Executive Officer
/s/ John J. Millerick
---------------------
John J. Millerick
Senior Vice President, Finance
and Chief Financial Officer
12