UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): February 11, 2016
Comdisco Holding Company, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
000-499-68 |
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54-2066534 |
(Commission File Number) |
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(IRS Employer Identification No.) |
5600 North River Road, Suite 800, Rosemont, Illinois 60018
(Address of Principal Executive Offices, Including Zip Code)
(847) 698-3000
(Registrants Telephone Number, Including Area Code)
Not Applicable
(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 (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition.
On February 11, 2016, Comdisco Holding Company, Inc. issued a press release reporting financial results for its fiscal first quarter ended December 31, 2015. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. |
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Description |
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99.1 |
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Press Release of Comdisco Holding Company, Inc., dated February 11, 2016 |
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.
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COMDISCO HOLDING COMPANY, INC. | |
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Dated: February 11, 2016 |
By: |
/s/ Deborah Dompke |
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Name: Deborah Dompke | |
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Title: Authorized Representative |
Exhibit 99.1
NEWS RELEASE
Comdisco Announces Fiscal Year 2016 First Quarter Financial Results
Rosemont, IL February 11, 2016 - Comdisco Holding Company, Inc. (OTCQB: CDCO) and (OTCQB: CDCOR) (Comdisco) today reported financial results for its fiscal first quarter ended December 31, 2015. Comdisco emerged from Chapter 11 bankruptcy proceedings on August 12, 2002. Under Comdiscos First Amended Joint Plan of Reorganization (the Plan), Comdisco was charged with, and has been, liquidating its assets. Comdiscos consolidated financial statements are prepared in accordance with ASU 2013-07, Liquidation Basis of Accounting. The reporting discloses Comdiscos estimate of the value of the net assets available in liquidation for the common stockholders. The liquidation basis of accounting requires the Company to estimate net cash flows from operations and to accrue all costs associated with implementing and completing the plan of liquidation and requires management to make estimates that affect the amounts reported in the consolidated financial statements and the related notes.
As of the quarter ended December 31, 2015, there were approximately $35,363,000 in total assets, and approximately $17,002,000 in total liabilities resulting in net assets in liquidation of approximately $18,361,000. The net assets in liquidation as of the quarter ended December 31, 2015 would result in the projected future liquidating distribution of approximately $4.56 per common share, based on 4,028,951 shares of common stock outstanding on December 31, 2015. This estimate of the projected future liquidating distribution includes projections of costs and expenses to be incurred during the time period estimated to complete the plan of liquidation. There is inherent uncertainty with these estimates, and they could change materially based on the timing of the completion of all the steps necessary for the liquidation. Actual results could differ from these estimates and may affect net assets in liquidation and actual cash flows.
During the period of September 30, 2015 through December 31, 2015, the Companys estimated net assets in liquidation increased by $319,000. The reasons for the increase in net assets were primarily a result of reduced accrued estimated disposal costs of liquidation of $369,000 and an increase of $121,000 from a receivable from securities sold and offset partially by an increase of $187,000 to the CDR Liability.
As a result of bankruptcy restructuring transactions, the adoption of fresh-start reporting, multiple asset sales, and the adoption of liquidation basis of accounting, Comdiscos financial results are not comparable to those of its predecessor company, Comdisco, Inc. Please refer to Comdiscos quarterly report on Form 10-Q filed with the Securities and Exchange Commission (SEC) on February 11, 2016 for complete financial statements and other important disclosures.
About Comdisco
Comdisco emerged from Chapter 11 bankruptcy proceedings on August 12, 2002. The purpose of reorganized Comdisco is to sell, collect or otherwise reduce to money in an orderly manner the remaining assets of the corporation. Pursuant to the Plan and restrictions contained in its certificate of incorporation, Comdisco is specifically prohibited from engaging in any business activities inconsistent with its limited business purpose. Accordingly, it is anticipated that Comdisco will have reduced all of its assets to cash and made distributions of all available cash to holders of its common stock and contingent distribution rights in the manner and priorities set forth in the Plan and is projecting no later than December 31, 2016 as the end date for its wind down of operations. However, the projected remaining wind down period could be shorter or longer as a result of other intervening matters not currently known to management. The company filed on August 12, 2004 a Certificate of Dissolution with the Secretary of State of the State of Delaware to formally
COMDISCO HOLDING COMPANY, INC. | 5600 N. RIVER ROAD #800 | ROSEMONT, ILLINOIS 60018
extinguish Comdisco Holding Company, Inc.s corporate existence with the State of Delaware except for the purpose of completing the wind down contemplated by the Plan. Under the Plan, Comdisco was charged with, and has been, liquidating its assets. Comdisco consolidated financial statements are prepared in accordance with ASU 2013-07, Liquidation Basis of Accounting.
Safe Harbor
The foregoing contains forward-looking statements regarding Comdisco. They reflect the companys current views with respect to current events and financial performance, are subject to many risks, uncertainties and factors relating to the companys operations and business environment which may cause the actual results of the company to be materially different from any future results, express or implied by such forward-looking statements. The company intends that such forward-looking statements be subject to the Safe Harbor created by Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The words and phrases expect, estimate, and anticipate and similar expressions identify forward-looking statements. Certain factors that could cause actual results to differ materially from these forward-looking statements are listed from time to time in the companys SEC reports, including, but not limited to, the Annual Report on Form 10-K for the fiscal year ended September 30, 2015 and Form 10-Q for the fiscal quarter ended December 31, 2015. Comdisco disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.
Contacts:
Deb Dompke
847-698-3000
pr@comdisco.com
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