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):
August 29, 2002
Daisytek International Corporation
(Exact Name of Registrant as Specified in Charter)
Delaware 0-25400 75-2421746
- --------------- --------- ----------------
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
1025 Central Expressway South, Suite 200
Allen, Texas 75013
(Address of Principal Executive Offices, including zip code)
(972) 881-4700
(Registrant's Telephone Number, including area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS
On August 29, 2002, Daisytek International
Corporation ("Daisytek") issued a press release, filed
herewith as Exhibit 99.1, to announce that Daisytek had
reviewed fiscal year 2002 highlights at its annual meeting
held on August 29, 2002, and to announce shareholder
actions taken at that meeting.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements of business acquired
Not applicable
(b) Pro forma financial information
Not applicable
(c) Exhibits
99.1 Press Release dated August 29, 2002.
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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 hereunto duly authorized.
DAISYTEK INTERNATIONAL CORPORATION
By: /s/ RALPH MITCHELL
--------------------------------------
Ralph Mitchell
Chief Financial Officer,
Executive Vice President - Finance
Dated: August 29, 2002
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Index to Exhibits
Exhibit
Number Description
- ------- -----------
99.1 Press Release dated August 29, 2002.
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Exhibit 99.1
Contacts: Jim Powell Craig McDaniel, APR
President and CEO Michael A. Burns & Associates
Daisytek International (214) 521-8596 or (214) 616-7186 mobile
(972) 881-4700 cmcdaniel@mbapr.com
Daisytek Management Reviews FY2002 Highlights at Ananual Meeting
Leadership Team Discusses European Expansion with Shareholders
ALLEN, Texas (Aug. 29, 2002) - Shareholders of Daisytek International
Corporation (Nasdaq: DZTK) heard an upbeat performance report at the computer
and office supplies distributor's annual meeting in Dallas today and took action
on several agenda items. The company's leadership team set the course for new
initiatives such as rollout of the office products line and expansion to the
European market. Shareholders took action on the following items:
o Re-elected John D. (Jack) Kearney, Sr., age 48, to another term as a
company director, a role he has held since July 2000. He is Daisytek's
executive vice president of corporate development and has been with the
company since March 1999.
o Appointed Ernst & Young LLP as Daisytek's independent auditors for the
fiscal year ending March 31, 2003.
o Approved increasing the number of authorized shares of common stock from 30
million to 50 million. As of July 8, 2002, there were 18,259,781 shares
outstanding, excluding 1,773,905 shares in treasury. After giving effect to
approximately 5.7 million shares of common stock reserved for issuance
under Daisytek's stock option and employee stock purchase plans, the
company had approximately 6 million shares of available for issuance.
Although there are no immediate plans requiring a significant number of
common shares, the Board of Directors believes the availability of
additional authorized shares for issuance will provide flexibility to issue
stock for a variety of corporate purposes.
o Did not approve an Equity Incentive Plan, intended to provide a means by
which Daisytek employees, directors and consultants could be given the
opportunity to acquire an equity interest in the company.
Daisytek officers presented FY2002 highlights, emphasizing both the
positive financials delivered and the significant strides made in delivering the
infrastructure plans outlined for the year. Financial highlights include
consolidated revenues up 18%, U.S. revenue up 23%, international revenue growth
of 21% (in local currencies), and increased earnings, before special charges, of
13%.
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Management reported positive developments such as the recent acquisition of
ISA International plc, a $500 million pan-European distributor of computer
supplies, and alliances with key technology providers such as ECI2 and Averon
(the developer of innovative toner and ink monitoring software OpenSupply).
"We had a really positive message to deliver to our shareholders this
year," said Jim Powell, president and CEO. "Our revenues are up, we are pushing
our costs down and we are putting in place the infrastructure that will keep
those two bottom-line indicators moving in the right direction. The evolution of
our centralized distribution model - to include five new regional centers - is
an important move that will enable us to hold the line on costs while
implementing our office products strategy nationwide."
The regional center in Southern California is operational and a similar
facility in Upstate New York will soon begin shipping products to customers.
Three other facilities will join the group to give Daisytek next-business-day
delivery capability virtually anywhere in the United States for its line of
about 25,000 products.
Daisytek estimates combined revenue for FY2003 at $1.8 billion to $1.9
billion. EPS guidance for the year is $1.05 to $1.10 per diluted share. By the
fiscal year ending March 2004 Daisytek expects ISA to be net accretive for the
full fiscal year. EPS guidance for FY2004 is $1.40 to $1.50 per diluted share
with revenue growth of at least 10% to15%.
The company's new annual report is available online at www.daisytek.com.
Daisytek serves markets in the United States, Canada, Mexico, Australia,
Argentina, the United Kingdom, Ireland, France, Germany, Norway, Sweden and
Italy. The company, headquartered near Dallas, is a Russell 2000 Index component
and is listed in the Forbes Platinum 400, Bloomberg 100 and VARBusiness
Distribution 25 corporate rankings.
About Daisytek International
Daisytek International is a worldwide distributor of computer and office
supplies, peripherals and professional tape media. In addition, it offers
fee-based marketing, demand-generation and fulfillment services. Daisytek sells
more than 25,000 products from about 500 manufacturers, including printer
supplies, magnetic and data storage media, video and motion picture film. This
news release and Daisytek's annual report are at www.daisytek.com. The Web site
is not part of this release. Daisytek is a registered trademark of Daisytek,
Incorporated. All rights reserved.
The matters discussed in this news release contain both historical and
forward-looking statements. All statements other than statements of historical
fact are, or may be deemed to be, forward-looking information within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Act of 1934, as amended. You can identify these statements by the
fact that they do not relate strictly to historical or current facts, but rather
reflect our current expectations concerning future results and events.
Forward-looking statements relating to such matters as our financial condition
and operations, including forecasted information, are based on our management's
current intent, belief or expectations regarding our industry or us. These
forward-looking statements including forecasts are not guarantees of future
performance and involve risks, uncertainties and assumptions that are difficult
to predict. In addition, some forward-looking statements are based upon
assumptions as to future events that may not prove to be accurate. Therefore,
actual outcomes and results may differ materially from what is expected or
forecasted in such forward-looking statements. We undertake no obligation to
update publicly any forward-looking statement for any reason, even if new
information becomes available or other events occur in the future.
Certain factors, including but not limited to, general economic conditions,
industry trends, the loss of or inability to hire skilled personnel, the loss of
key suppliers or customers, the loss or material decline in service of strategic
product shipping relationships, customer demand, product availability,
competition (including pricing and availability), risks inherent in acquiring,
integrating and operating new businesses and investments, concentrations of
credit risk, distribution efficiencies, capacity constraints, technological
difficulties (including equipment failure or a breach of our security measures),
the volatility of our common stock, economic and political uncertainties arising
as a result of terrorist attacks, seasonality, exchange rate fluctuations,
foreign currency devaluations and the regulatory and trade environment (both
domestic and foreign) could cause our actual results to differ materially from
the anticipated results or other expectations expressed in our forward-looking
statements. There may be additional risks that we do not currently view as
material or that are not presently known.
Other factors that could affect Daisytek are set forth in Daisytek's 10-K for
the fiscal year ended March 31, 2002.
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