0000950133-95-000464.txt : 19950817 0000950133-95-000464.hdr.sgml : 19950817 ACCESSION NUMBER: 0000950133-95-000464 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950702 FILED AS OF DATE: 19950816 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENICOM CORP CENTRAL INDEX KEY: 0000766738 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 510271821 STATE OF INCORPORATION: DE FISCAL YEAR END: 1230 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-14685 FILM NUMBER: 95564520 BUSINESS ADDRESS: STREET 1: 14800 CONFERENCE CNTR DR STREET 2: STE 400 WESTFIELDS CITY: CHANTILLY STATE: VA ZIP: 22021-3806 BUSINESS PHONE: 7038029200 10-Q 1 GENICOM'S 10-Q FOR PERIOD ENDED JULY 2, 1995 1 ================================================================================ 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 July 2, 1995 OR / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the transition period from to ------------ ------------- Commission File No.: 0-14685 GENICOM CORPORATION (Exact name of registrant as specified in its charter) DELAWARE 51-0271821 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 14800 CONFERENCE CENTER DRIVE SUITE 400, WESTFIELDS CHANTILLY, VIRGINIA 22021-3806 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (703) 802-9200 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 - ---- ---- As of July 21, 1995, there were 10,771,499 shares of Common Stock of the Registrant outstanding. ================================================================================ 2 FORM 10-Q INDEX PART I - FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Balance Sheets - July 2, 1995 and January 1, 1995 3 Consolidated Statements of Income - Three and Six Months Ended July 2, 1995 and July 3, 1994 4 Consolidated Statements of Cash Flows - Six Months Ended July 2, 1995 and July 3, 1994 5 Notes to Consolidated Financial Statements 6 - 8 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 9 - 12 PART II - OTHER INFORMATION Item 1. Legal Proceedings 13 Item 2. Changes in Securities 13 Item 3. Defaults Upon Senior Securities 13 Item 4. Submission of Matters to a Vote of Security Holders 13 Item 5. Other Information 13 Item 6. Exhibits and Reports on Form 8-K 13 Signatures 14
PAGE 2 3 PART I. - FINANCIAL INFORMATION Item 1. Financial Statements GENICOM CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS
JULY 2, JANUARY 1, (In thousands, except share data) 1995 1995 ---------------- ----------------- (UNAUDITED) ASSETS CURRENT ASSETS: Cash and cash equivalents $ 114 $ 673 Accounts receivable, less allowance for doubtful accounts of $1,656 and $1,479 44,195 37,846 Inventories 54,752 43,368 Prepaid expenses and other assets 5,625 5,040 ---------------- ----------------- TOTAL CURRENT ASSETS 104,686 86,927 Property, plant and equipment 32,147 26,215 Intangibles and other assets 25,222 14,125 ---------------- ----------------- $ 162,055 $ 127,267 ================ ================= LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Debt maturing within one year $ 10,384 $ 371 Accounts payable and accrued expenses 49,174 37,540 Deferred income 11,761 8,236 ---------------- ----------------- TOTAL CURRENT LIABILITIES 71,319 46,147 Long-term debt, less current portion 52,407 47,192 Other non-current liabilities 7,043 5,845 ---------------- ----------------- TOTAL LIABILITIES 130,769 99,184 STOCKHOLDERS' EQUITY: Common stock, $0.01 par value; 18,000,000 shares authorized, 10,751,999 and 10,638,299 shares issued 108 106 Additional paid-in capital 25,927 25,760 Retained earnings 7,213 4,351 Foreign currency translation adjustment (1,263) (1,435) Pension liability adjustment (699) (699) ---------------- ----------------- TOTAL STOCKHOLDERS' EQUITY 31,286 28,083 ---------------- ----------------- $ 162,055 $ 127,267 ================ =================
The accompanying notes are an integral part of these financial statements. PAGE 3 4 GENICOM CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
THREE MONTHS ENDED, SIX MONTHS ENDED, JULY 2, JULY 3, JULY 2, JULY 3, (In thousands, except per share data) 1995 1994 1995 1994 =============== =============== =============== ================ REVENUES, NET: Products $ 46,370 $ 41,490 $ 90,973 $ 84,974 Services 25,472 17,835 49,003 29,687 --------------- --------------- --------------- ---------------- 71,842 59,325 139,976 114,661 --------------- --------------- --------------- ---------------- OPERATING COSTS AND EXPENSES: Cost of revenues: Products 31,528 29,238 62,766 61,598 Services 20,647 13,807 39,128 22,172 Selling, general and administration 12,440 10,966 25,373 22,341 Engineering, research and product development 2,299 2,118 4,264 4,032 Acquisition related costs 1,204 1,204 --------------- --------------- --------------- ---------------- 68,118 56,129 132,735 110,143 --------------- --------------- --------------- ---------------- OPERATING INCOME 3,724 3,196 7,241 4,518 Interest expense, net 1,887 1,928 3,645 3,908 Other income 734 1,635 --------------- --------------- --------------- ---------------- INCOME BEFORE INCOME TAXES 1,837 2,002 3,596 2,245 Income tax expense 278 500 736 649 --------------- --------------- --------------- ---------------- NET INCOME $ 1,559 $ 1,502 $ 2,860 $ 1,596 =============== =============== =============== ================ EARNINGS PER COMMON SHARE AND COMMON SHARE EQUIVALENT (primary and fully diluted) $ 0.13 $ 0.13 $ 0.24 $ 0.14 =============== =============== =============== ================ WEIGHTED AVERAGE NUMBER OF COMMON SHARES AND COMMON SHARE EQUIVALENTS OUTSTANDING: Primary 12,095 11,252 11,859 11,086 =============== =============== =============== ================ Fully diluted 12,141 11,480 11,882 11,200 =============== =============== =============== ================
The accompanying notes are an integral part of these financial statements. PAGE 4 5 GENICOM CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
SIX MONTHS ENDED, JULY 2, JULY 3, (In thousands) 1995 1994 ------------------ ------------------ Cash flows from operating activities: Net income $ 2,860 $ 1,596 Adjustments to reconcile net income to cash provided by operating activities: Depreciation 6,209 4,513 Amortization 2,155 1,507 Effect of investment gain (901) Effect of gain on early extinguishment of bonds (734) Effect of acquisition related costs 1,204 Changes in assets and liabilities net of effects from acquisitions: Accounts receivable (14) 756 Inventories (7,924) 4,070 Accounts payable and accrued expenses (383) 2,539 Deferred income 404 1,472 Other 982 786 ------------------ ------------------ NET CASH PROVIDED BY OPERATING ACTIVITIES 5,493 15,604 ------------------ ------------------ Cash flows from investing activities: Payment for purchase of businesses, net of cash acquired (8,227) Additions to property, plant and equipment (6,520) (7,288) Proceeds from sale of investment 3,436 Other (110) (560) ------------------ ------------------ NET CASH USED IN INVESTING ACTIVITIES (14,857) (4,412) ------------------ ------------------ Cash flows from financing activities: Borrowings from long-term debt 19,382 11,749 Payments on long-term debt (10,204) (18,548) Purchases of senior subordinated notes (5,059) ------------------ ------------------ NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 9,178 (11,858) ------------------ ------------------ Effect of exchange rate changes on cash and cash equivalents (373) (372) ------------------ ------------------ Net decrease in cash and cash equivalents (559) (1,038) Cash and cash equivalents at beginning of period 673 1,797 ------------------ ------------------ Cash and cash equivalents at end of period $ 114 $ 759 ================== ==================
The accompanying notes are an integral part of these financial statements PAGE 5 6 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. In the opinion of management, the accompanying unaudited consolidated financial statements of GENICOM Corporation and Subsidiaries (the "Company" or "GENICOM") contain all adjustments (consisting only of normal recurring accruals) necessary to present fairly the Company's consolidated financial position as of July 2, 1995, and the results of operations and cash flows for the periods indicated. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. It is suggested that these condensed consolidated financial statements be read in conjunction with the financial statements and notes thereto included in the Company's January 1, 1995 Annual Report. The results of operations for the six months ended July 2, 1995, are not necessarily indicative of the operating results to be expected for the full year. Certain reclassifications have been made to the 1994 condensed financial statements in order to conform to the 1995 presentation. 2. Inventories are stated at the lower of cost, determined on the first-in, first-out method, or market. Inventories consist of, in thousands:
JULY 2, JANUARY 1, 1995 1995 ============= ============= Raw materials $ 13,128 $ 14,354 Work in process 11,537 6,639 Finished goods 30,087 22,375 ------------- ------------- $ 54,752 $ 43,368 ============= =============
3. Earnings per share are based upon the weighted average number of common shares and dilutive common share equivalents (using the treasury stock method) outstanding during the period. Presentation is in thousands:
THREE MONTHS ENDED SIX MONTHS ENDED ========================== =========================== JULY 2, JULY 3, JULY 2, JULY 3, 1995 1994 1995 1994 ============ =========== ========== =========== SHARES USED IN COMPUTATION: Weighted average common shares outstanding 10,734 10,627 10,695 10,625 Shares applicable to stock options, net of shares assumed to be purchased from proceeds at average market price 1,361 625 1,164 461 ------------ ----------- ---------- ----------- Total shares for earnings per common share and common share equivalent (primary) 12,095 11,252 11,859 11,086 Shares applicable to stock options in addition to those used in primary computation due to the use of period-end market price when higher than average market price 46 228 23 114 ------------ ----------- ---------- ----------- Total fully diluted shares 12,141 11,480 11,882 11,200 ============ =========== ========== ===========
PAGE 6 7 4. During the first quarter ended April 2, 1995 the Company adopted the provisions of SFAS No. 114 "Accounting by Creditors for Impairment of a Loan" and SFAS No. 118 "Accounting by Creditors for Impairment of a Loan - Income Recognition and Disclosure - Amendment of SFAS No. 114". The implementation of SFAS Nos. 114 and 118 did not have a material effect on the Company's financial condition or results of operations. 5. Business Acquisitions Printer Systems Corporation On February 16, 1995, the Company acquired Printer Systems Corporation ("PSC"), a privately held company whose primary business is the design, manufacture, distribution and support of printer networking products for commercial customers. PSC had 1994 revenues of $10.0 million. Pursuant to the purchase agreement, the Company acquired substantially all of PSC's outstanding common and preferred shares for consideration aggregating to potentially $4.8 million. Of the consideration $0.8 million was payable at closing and $1.2 million is payable over the three years subsequent to closing. The remaining balance of up to $2.8 million in consideration is contingent upon attainment of performance objectives during the three years subsequent to closing. The purchase price will be funded from the Company's cash flows from operations and credit facilities and the acquisition will be accounted for as a purchase. The allocation of the purchase price and related acquisition costs is subject to adjustment based upon refinements in the application of purchase method accounting and the final determination of the purchase price. Harris Adacom Network Services, Inc. On March 1, 1995, the Company acquired substantially all of the assets and certain liabilities of Harris Adacom Network Services, Inc. ("HANS"), including all of the stock of its Canadian subsidiary, Harris Adacom Inc. for cash and notes totaling $7.3 million. The assets acquired relate to HANS's service depot facility, field service operations, systems integration business and network baselining and monitoring operations. HANS had 1994 revenues of $36.1 million. The purchase price will be funded from the Company's cash flows from operations and credit facilities and the acquisition will be accounted for as a purchase. The allocation of the purchase price and related acquisition costs is subject to adjustment based upon refinements in the application of purchase method accounting and the final determination of the purchase price. Pro forma financial information Presented below are the unaudited pro forma statements of operations as if the acquired operations had been integrated into the Company effective at January 3, 1994. Accounting adjustments have been made to include estimated costs of the combinations and to reflect the integration and consolidation of facilities and personnel. Included in such integration costs are lease termination fees and relocation costs associated with redundant facilities and employee severance expenses. This pro forma information has been prepared for comparative purposes only and does not purport to be indicative of the results that actually would have been obtained if the acquired operations had been conducted by the Company during the periods presented and is not intended to be a projection of future results. Presentation is in thousands except for earnings per share amounts. PAGE 7 8
THREE MONTHS ENDED SIX MONTHS ENDED ============= ================================== JULY 2, JULY 3, JULY 3, 1994 1995 1994 ============= ============= ============== Revenue $ 70,907 $ 148,340 $ 138,146 Net income 2,520 2,762 3,163 ============ ============= ============== Earnings per share $ 0.22 $ 0.23 $ 0.28 ============ ============= ============== Weighted average shares outstanding 11,480 11,882 11,200 ============ ============= ==============
PAGE 8 9 Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition: RESULTS OF OPERATIONS
================================================================================================================ THREE MONTHS ENDED SIX MONTHS ENDED ======================================== ========================================= (in millions) 2ND QUARTER 2ND QUARTER 2ND QUARTER 2ND QUARTER 1995 CHANGE 1994 1995 CHANGE 1994 ---------------------------------------------------------------------------------------------------------------- Revenues $ 71.8 $ 12.5 $ 59.3 $ 140.0 $ 25.3 $ 114.7 Percentage change 21.1 % 22.1 % ================================================================================================================
The Company achieved revenue growth of 21.1% and 22.1% in the second quarter and first half of fiscal year 1995, respectively, as compared to the same periods in fiscal year 1994. The double digit revenue growth reflects proactive initiatives undertaken in all three of the Company's strategic business units. Product Solutions Group ("PSG") Revenues in this business declined slightly in the three and six month periods ended July 2, 1995, as compared to prior year periods. PSG continued to experience a decline in several of its impact printer product lines which was largely offset by growth in its laser printer products and strong performance in its high speed serial matrix impact printers. Increases in the Company's high-speed serial matrix printers, including the 3800 Series, and the new 4800 Series shuttle matrix line impact printers favorably impacted revenues, however, they did not offset the declines in the mature serial matrix and mature shuttle matrix line impact printers. The Company's sales of laser printers increased 41.3% and 25.0% in the second quarter and first six months, respectively, on a year-to-year comparison, due primarily to sales of new laser printer products offered as a result of the PSC acquisition. Management expects PSG revenues in the second half of 1995 to exceed 1994 second half levels due to the sales of new laser printer products, a full year of volume shipments of the Company's new shuttle matrix line impact printers and other new impact printer offerings. Multivendor Services Group ("MSG") MSG experienced revenue growth of 42.6% and 65.9% in the three and six month periods ended July 2, 1995, respectively, as compared to the year-ago periods. This growth reflects the Company's expansion efforts over the past eighteen months into workstation, systems, peripheral and personal copier services through its depot and field service arrangements with Computervision Corporation, Canon U.S.A. and Motorola Computer Group and the acquisition of HANS. Management anticipates that MSG 1995 revenues will be above fiscal 1994 levels as a result of a full year's effect of the revenues associated with the expansion efforts referred to above and the Company's anticipated expansion of its multivendor field and depot operations. Network Services Group ("NSG") Established in March 1995, this business addresses the expanding market for integrated network services. This business contributed revenues of $5.7 million and $7.9 million to the three and six month periods ended July 2, 1995, respectively. Management expects second half revenues for this business to exceed first half levels due to expanded sales and marketing programs and growth in its business with Nasdaq subscribers, resulting from the Company's customer arrangement with Nasdaq. PAGE 9 10 Relay revenues decreased $0.8 million and $1.3 million in the three and six month periods ended July 2, 1995, respectively, as compared to the year-ago periods. Management does not expect that 1995 relay revenues will meet those of fiscal 1994. The Company historically experiences a decrease in revenue volume in its third quarter due to European holidays. As a result, third quarter revenues may be lower than those in the second quarter.
=================================================================================================================== (IN MILLIONS) 2ND QUARTER 4TH QUARTER 2ND QUARTER 1995 1994 1994 ------------------------------------------------------------------------------------------------------------------- Order backlog $ 43.4 $ 48.9 $ 37.7 Change - 2nd Quarter 1995 compared to: Amount (5.5) 5.7 Percentage (11.2)% 15.1 % ===================================================================================================================
The decrease in order backlog from the 1994 fourth quarter is the result of a decrease in order backlog associated with the order rates of certain customers in the PSG and MSG businesses. The increase in order backlog from the 1994 second quarter is due to the HANS and PSC business acquisitions and an increase in pre-acquisition MSG backlog.
==================================================================================================================== THREE MONTHS ENDED SIX MONTHS ENDED ======================================== ============================================ (in millions) 2ND QUARTER 2ND QUARTER 2ND QUARTER 2ND QUARTER 1995 CHANGE 1994 1995 CHANGE 1994 -------------------------------------------------------------------------------------------------------------------- Gross margin $ 19.7 $ 3.4 $ 16.3 $ 38.1 $ 7.2 $ 30.9 As a % of revenue 27.4 % 27.4 % 27.2 % 26.9 % ====================================================================================================================
The Company's consolidated gross margin, as a percentage of revenue, did not change significantly during the periods. The Company expects slightly improved performance in the second half due to the progress the Company had made in the second quarter in eliminating duplicative costs associated with its 1995 business acquisition of HANS and PSC.
=========================================================================================================================== THREE MONTHS ENDED SIX MONTHS ENDED ============================================= ============================================= (IN MILLIONS) 2ND QUARTER 2ND QUARTER 2ND QUARTER 2ND QUARTER 1995 CHANGE 1994 1995 CHANGE 1994 --------------------------------------------------------------------------------------------------------------------------- Operating expenses: Selling, general and Administrative $ 12.4 $ 1.4 $ 11.0 $ 25.4 $ 3.1 $ 22.3 Engineering, research and Product development 2.3 0.2 2.1 4.3 0.3 4.0 Acquistion related costs 1.2 1.2 0.0 1.2 1.2 0.0 ------------- -------- ----------- ----------- -------- ---------- Total $ 15.9 $ 2.8 $ 13.1 $ 30.9 $ 4.6 $ 26.3 As a % of revenue 22.2 % 22.1 % 22.0 % 23.0 % ============================================================================================================================
PAGE 10 11 During the quarter, the Company recorded a charge against earnings of $1.2 million for costs in connection with a proposed acquisition which was terminated plus non-capitalized costs associated with the Company's 1995 business acquisitions. Excluding the effects of the $1.2 million charge, the Company experienced a decrease in operating expenses, as a percentage of revenue, in both the three and six month periods of 1995 as compared to the year-ago periods. This decrease is attributable to management's focus on controlling discretionary costs. The actual amount expended on operating expenses increased year over year primarily due to the expenses incurred by HANS and PSC, increased sales and marketing efforts needed to support the growth in the multivendor services and network services businesses, the introduction of new printer products and the Company's January 1994, cost reduction program which included personnel, salary and benefit reductions for the Company's worldwide operations.
======================================================================================================================== THREE MONTHS ENDED SIX MONTHS ENDED ========================================== ========================================== (IN MILLIONS) 2ND QUARTER 2ND QUARTER 2ND QUARTER 2ND QUARTER 1995 CHANGE 1994 1995 CHANGE 1994 ------------------------------------------------------------------------------------------------------------------------ Interest expense, net $ 1.9 $ 0.0 $ 1.9 $ 3.6 $ (0.3) $ 3.9 Percentage change 0.0 % (7.7)% Other income $ 0.0 $ (0.7) $ 0.7 $ 0.0 $ (1.6) $ 1.6 Percentage change (100.0)% (100.0)% ========================================================================================================================
The decrease in interest expense in the first six months of 1995 as compared to the year-ago period is primarily due to the Company's repurchase of its 12.5% Senior Subordinated Notes in 1994, partially offset by an increase in Company borrowings from its senior credit facility. This increase resulted from the Company's 1995 business acquisition activities which increased the Company's borrowings and an interest rate increase on the same senior credit facility on February 1, 1995. Additionally, on July 7, 1995, the Company's interest rate on the senior credit facility decreased from 12.0% to 11.75%, as result of a 0.25% decrease in the prime lending rate. During 1994, the Company realized pre-tax gains of $0.7 million and $0.9 million on the early extinguishments of debt and the sale of an investment in a Belgian company, respectively.
=================================================================================================================== THREE MONTHS ENDED SIX MONTHS ENDED =========================================== ============================================ (IN MILLIONS) 2ND QUARTER 2ND QUARTER 2ND QUARTER 2ND QUARTER 1995 CHANGE 1994 1995 CHANGE 1994 ------------------------------------------------------------------------------------------------------------------- Income tax expense $ 0.3 $ (0.2) $ 0.5 $ 0.7 $ 0.1 $ 0.6 Effective tax rate 15.1% 25.0% 20.5% 28.9% ===================================================================================================================
The Company's effective income tax rate for the second quarter of 1995 was 15.1% as compared to 25.0% for the year-ago period. These rates are significantly affected by foreign income taxes and the utilization of net operating losses. PAGE 11 12 LIQUIDITY AND CAPITAL RESOURCES
================================================================================================================= Six Months Ended ================================================ (in millions) 2nd Quarter 2nd Quarter 1995 1994 ----------------------------------------------------------------------------------------------------------------- Cash provided by operations $ 4.8 $ 15.6 Cash used in investing activities (14.2) (4.4) Cash provided by (used in) financing activities 9.2 (11.9) =================================================================================================================
=========================================================================================================== (in millions) 2ND QUARTER 4TH QUARTER 1995 1994 ----------------------------------------------------------------------------------------------------------- Working capital $ 33.4 $ 40.8 Inventories 54.8 43.4 Debt obligations 62.8 47.6 Debt to equity ratio 2.0 to 1 1.7 to 1 ===========================================================================================================
The Company's working capital decreased $7.4 million as of July 2, 1995 as compared to January 1, 1995 due primarily to an increase in debt classified as current and the issuance of notes to the sellers of HANS and PSC. As of July 2, 1995, the Company had $3.4 million of the Notes in treasury, which will be applied to the $9.0 million needed for the 1996 sinking fund requirement. In addition, as of July 2, 1995, the Company has classified $2.0 million as current obligations due to the sellers of HANS and PSC. Cash and cash equivalents decreased $0.6 million since January 1, 1995. Net cash generated by operations in the first six months of 1995 decreased $10.8 million compared to the year-ago period due to an increase in inventories in the PSG business. This increase is related to the relocation and outsourcing to third parties of certain manufacturing operations. Management believes PSG inventories will be reduced during the second half of 1995. The Company does not have any material commitments of funds for capital expenditures other than to support the current level of operations, which includes the remaining amounts due for the HANS and PSC acquisitions. In the first quarter of 1995, the Company retired $9.0 million principal amount of its previously purchased Notes in fulfillment of its annual sinking fund requirement. In addition to the above mentioned sinking fund requirements, on February 15, 1997, $31.0 million of the Notes will mature. While the Company expects that it will be able to satisfy the balance of the 1996 sinking fund and the 1997 maturity, there is no assurance that the Company will have the resources available to do so. As of July 2, 1995, the Company had $20.0 million outstanding and $7.0 million available for borrowing under its senior credit facility. Management believes that the Company has adequate resources, through its cash flows from operations and credit facilities, to meet its future payment obligations, including those to the sellers of HANS and PSC. Management believes that a material decline in sales volume or the Company's inability to effectively execute their integration programs for the newly acquired strategic businesses could have a material adverse impact on the financial condition, results of operations, or liquidity of the Company. PAGE 12 13 PART II. - OTHER INFORMATION Item 1. Legal Proceedings: Not applicable. Item 2. Changes in Securities: Not applicable. Item. 3 Defaults Upon Senior Securities: Not applicable. Item 4. Submission of Matters to a Vote of Security Holders: Not applicable. Item 5. Other Information: Not applicable. Item 6. Exhibits and Reports on Form 8-K: (a) Exhibits
NUMBER DESCRIPTION ============ ============================================== 27.1 Financial Data Schedule
(b) Reports on Form 8-K: On May 12, 1995, the Company filed Amendment No. 1 to its report on Form 8-K dated March 16, 1995, which reported that it had completed its acquisition of substantially all of the assets and certain liabilities of Harris Adacom Network Services, Inc., including all of the stock of its Canadian subsidiary, Harris Adacom, Inc. for $7.3 million. The Amendment included the financial statements of the business acquired and pro forma financial information. PAGE 13 14 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. GENICOM Corporation ------------------------------ Registrant Date: August 16, 1995 James C. Gale ------------------------------ Signature James C. Gale Senior Vice President Finance and Chief Financial Officer (Mr. Gale is the Chief Financial Officer and has been duly authorized to sign on behalf of the Registrant) PAGE 14 EX-27 2 FINANCIAL DATA SCHEDULE FOR GENICOM'S 10-Q
5 1,000 6-MOS JAN-01-1996 JUL-02-1995 114 0 45,851 (1,656) 54,752 104,686 100,037 (67,890) 162,055 71,319 52,407 108 0 0 31,178 162,055 90,973 139,976 62,766 101,894 30,841 0 3,645 3,596 736 2,860 0 0 0 2,860 0.24 0.24