-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NmTyLK35vjDu3rN//tPOm2KyC9rBBf+ngfiKimOBpImu2aVzxmLAE2MApw4a8DFl CEZjkCBVqtBdxcVJjzZloQ== 0001157523-05-008982.txt : 20051020 0001157523-05-008982.hdr.sgml : 20051020 20051020081019 ACCESSION NUMBER: 0001157523-05-008982 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051020 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051020 DATE AS OF CHANGE: 20051020 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AVOCENT CORP CENTRAL INDEX KEY: 0001109808 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 912032368 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-30575 FILM NUMBER: 051146252 BUSINESS ADDRESS: STREET 1: 4991 CORPORATE DRIVE CITY: HUNTSVILLIE STATE: AL ZIP: 35805 BUSINESS PHONE: 2564304000 MAIL ADDRESS: STREET 1: 4991 CORPORATE DRIVE CITY: HMTSVILLE STATE: AL ZIP: 35805 FORMER COMPANY: FORMER CONFORMED NAME: AEGEAN SEA INC DATE OF NAME CHANGE: 20000323 8-K 1 a4999731.txt AVOCENT UNITED STATES 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) October 20, 2005 ------------------------------------------------------------------ AVOCENT CORPORATION - ------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 000-30575 91-2032368 - ------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 4991 CORPORATE DRIVE HUNTSVILLE, AL 35805 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (256) 430-4000 ---------------------------- n/a - ------------------------------------------------------------------------------- (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 7.01 Regulation FD Disclosure. On October 20, 2005, Avocent Corporation publicly disseminated a press release describing the formation of five business units within the Company. The information contained in the press release is incorporated herein by reference and furnished as Exhibit 99.15 hereto. Item 9.01 Financial Statements and Exhibits. (c) Exhibits. Exhibit Number Description of Exhibit 99.15 Press release issued October 20, 2005 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 hereunto duly authorized. AVOCENT CORPORATION Date: October 20, 2005 By: /s/ Edward H. Blankenship ----------------------------------- Edward H. Blankenship Senior Vice President of Finance and Chief Financial Officer EXHIBIT INDEX Exhibit Description 99.15 Press Release dated October 20, 2005 EX-99.15 2 a4999731ex9915.txt EXHIBIT 99.15 Exhibirt 99.15 Avocent Names New Division Leaders HUNTSVILLE, Ala.--(BUSINESS WIRE)--Oct. 20, 2005--Avocent Corporation (NASDAQ: AVCT) today announced the formation of five divisions within the company to enhance customer service, speed delivery of products to market, and better focus Avocent's research, development and marketing expenditures. The change in corporate structure is designed to focus on key product segments and markets with the transition to the new structure being completed by the beginning of 2006. -- Dave Perry will lead the Management Systems division consisting of Avocent's branded and OEM KVM, serial console, power control and management appliance businesses. Mr. Perry has been with Avocent since July 2000 and prior to that was with Apex since 1998. He currently serves as Executive Vice President of Global Sales. -- Mark Lee will head the Embedded Software & Solutions division focused on developing and marketing embedded systems and software including IPMI and embedded KVM technologies. Mr. Lee has been with Avocent since the acquisition of OSA Technologies, Inc. in April 2004. He currently serves as Senior Vice President of Embedded Technologies. -- Mitch Friend will head the Serial and Audio-Visual Solutions division which will focus on expanding the markets for Avocent's serial and wireless products. Mr. Friend has been with Avocent since the acquisition of Equinox Systems Inc. in January 2001 and currently serves as Vice President of Equinox Sales. -- Kieran MacSweeney will lead the Desktop Solutions division that includes Avocent's existing extension and Digital Desktops products with emphasis on development of major new products and markets in this area. Mr. MacSweeney has been with Avocent since July 2000 and prior to that was with Cybex since 1996. He currently serves as Senior Vice President of Global Corporate Quality and Managing Director of Avocent International. -- Derek Ball will lead the Mobile Solutions division including mobile device management and secure wireless systems administration. Mr. Ball joined Avocent upon the acquisition of Sonic Mobility Inc. in August 2004 and currently serves as Director of Business Development for Mobile Solutions. "We expect to enhance Avocent's growth opportunities by streamlining our corporate structure and focusing the new business divisions on key product segments," stated John R. Cooper, chairman and chief executive officer of Avocent Corporation. "While we will continue to set Avocent's strategic goals at the corporate level," continued Mr. Cooper, "daily operations will be turned over to senior leaders in each business to move the decision making process closer to our customers and markets. We are very pleased that our management depth has developed to the point that we are able to decentralize our business to facilitate growth." About Avocent Corporation Avocent Corporation is the leading supplier of connectivity solutions for enterprise data centers, service providers and financial institutions worldwide. Branded products include switching, extension, intelligent platform management interface (IPMI), remote access and video display solutions. Additional information is available at: www.avocent.com. Forward-Looking Statements This press release contains statements that are forward-looking statements as defined within the Private Securities Litigation Reform Act of 1995. These include statements regarding enhanced customer service, development and delivery of products, research, development and marketing expenditures, and future growth opportunities for the Company. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from the statements made, including the risks associated with general economic conditions, risks attributable to future product demand, sales, and expenses, risks associated with reliance on a limited number of customers, component suppliers, and single source components, risks associated with acquisitions, risks associated with product design efforts and the introduction of new products and technologies, and risks associated with obtaining and protecting intellectual property rights. Other factors that could cause operating and financial results to differ are described in Avocent's annual report on Form 10-K filed with the Securities and Exchange Commission on March 14, 2005. Other risks may be detailed from time to time in reports to be filed with the SEC. Avocent does not undertake any obligation to publicly update its forward-looking statements based on events or circumstances after the date hereof. CONTACT: Avocent Corporation, Huntsville Edward H. Blankenship, 256-217-1301 -----END PRIVACY-ENHANCED MESSAGE-----