-----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, DA5IUI3OCMB7cZZ46qZTjTwHDbM2/kC2Ja/TUkGExcRr+S7VKouwXhpKCEm7YC4z ++Bw33fLWBlGZYPFMBUCOw== 0001017062-98-002594.txt : 19990101 0001017062-98-002594.hdr.sgml : 19990101 ACCESSION NUMBER: 0001017062-98-002594 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19981223 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19981231 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CALCOMP TECHNOLOGY INC CENTRAL INDEX KEY: 0000818470 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 060888312 STATE OF INCORPORATION: DE FISCAL YEAR END: 1229 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-16071 FILM NUMBER: 98778995 BUSINESS ADDRESS: STREET 1: 2411 W LA PALMA AVE CITY: ANAHEIM STATE: CA ZIP: 92801 BUSINESS PHONE: 5128731540 MAIL ADDRESS: STREET 1: 60 SILVERMINE ROAD CITY: SEYMOUR STATE: CT ZIP: 06483 FORMER COMPANY: FORMER CONFORMED NAME: SUMMAGRAPHICS CORP DATE OF NAME CHANGE: 19920703 8-K 1 CAL COMP - 8-K - 12/23/1998 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): December 23, 1998 CALCOMP TECHNOLOGY, INC. (Exact Name of Registrant as Specified in Charter) Delaware 0-16071 06-0888312 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 2411 West La Palma Avenue, Anaheim, CA 92801 (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, including Area Code: (714) 821-2000 Not Applicable (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events Pursuant to a letter to the Registrant from Lockheed Martin Corporation ("Lockheed Martin") dated December 23, 1998 (the "Lockheed Martin Notice"), Lockheed Martin notified the Registrant that it will not increase the Registrant's credit capacity beyond the currently available $43 million to fund the Registrant's continuing operations. The Registrant expects to reach its credit limit during January 1999, and does not anticipate it will be able to obtain additional funding from other sources. Thus, the Registrant will be required to consider strategic alternatives, including the sale of some or all of its operations, an orderly shut-down of its operations, and should neither of these options be successfully realized, the possible filing for protection under Chapter 11 of the Bankruptcy Code. A copy of the Lockheed Martin Notice is attached hereto as Exhibit 99.1. See also the Press Release of Registrant attached hereto as Exhibit 99.2. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) EXHIBITS -------- Exhibit No. Description of Exhibit - ----------- ---------------------- 99.1 Letter to the Registrant from Lockheed Martin Corporation ("Lockheed") dated December 23, 1998, notifying the Registrant that Lockheed will not increase the existing credit it provides to the Registrant 99.2 Press Release dated December 29, 1998 issued by Registrant 2 SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: December 30, 1998 CALCOMP TECHNOLOGY, INC. By: /s/ John J. Millerick ------------------------ John J. Millerick Chief Financial Officer 3 EXHIBIT INDEX Exhibit No. Description of Exhibit - ----------- ---------------------- 99.1 Letter to the Registrant from Lockheed Martin Corporation ("Lockheed") dated December 23, 1998, notifying the Registrant that Lockheed will not increase the existing credit it provides to the Registrant 99.2 Press Release dated December 29, 1998 issued by Registrant 4 EX-99.1 2 LETTER TO THE REGISTRANT FROM LOCKHEED MARTIN CORP EXHIBIT 99.1 [LETTERHEAD OF LOCKHEED MARTIN] December 23, 1998 VIA FACSIMILE - ------------- CalComp Technology, Inc. CalComp Inc. c/o CalComp Technology, Inc. 2411 W. LaPalma Avenue Anaheim, California 92801 Attention: Chief Financial Officer Re: Borrowings under (1) the Amended and Restated Revolving Credit Agreement ("Credit Agreement") dated as of December 20, 1996, as amended, among CalComp Technology, Inc. and CalComp Inc. as Borrowers and Lockheed Martin Corporation as Lender and (2) the Cash Management Agreement dated as of July 23, 1996, as amended, between CalComp Technology, Inc. and Lockheed Martin Corporation (together with the Credit Agreement, the "Existing Agreements"). Dear Mr. Millerick: We understand that on or about January 10, 1999 you will be fully drawn under the Existing Agreements. Although we have increased the credit capacity under the Existing Agreements several times in the past to enable you to continue operations, additional credit capacity beyond the currently available $43,000,000 will not be forthcoming for continued funding of such operations. Although we have no obligation to provide additional funding or grant waivers of the terms of the Existing Agreements, in the event you cannot find other sources of funding, we are willing to consider negotiating an agreement with you containing the following terms: (i) we would lend you additional funds to assist you in a non-bankruptcy winding up of your business in an orderly fashion (including payment of current obligations) in accordance with a plan approved by your directors and satisfactory to us (the "Plan"); (ii) these additional funds would be extended for six months, which should be sufficient time for winding-up the business; (iii) you would agree to use the amount loaned under the new agreement solely for expenses necessary for the payment of current obligations and the orderly winding up of your business in accordance with the Plan; and (iv) payment of amounts due and payable under the Existing Agreements would be deferred and instead would be resolved as part of the wind- up of the business. Please note that nothing herein shall be construed as a waiver of Lockheed Martin Corporation's ("Lockheed Martin") rights and remedies under the Existing Agreements. In addition, this letter is a non-binding proposal on the part of Lockheed Martin. Lockheed CalComp Technology, Inc. December 23, 1998 Page 2 Martin makes no commitment to provide additional funding or to defer payment of amounts due and payable under the Existing Agreements absent execution of a definitive agreement satisfactory to Lockheed Martin. It is imperative that we receive your response by December 28, 1998, as the termination date of the Existing Agreements is fast approaching. In the interim, we will continue to work with you on other alternatives, including the sale of the business or parts thereof. Sincerely, /s/ PHILIP J. DUKE Philip J. Duke Vice President, Finance EX-99.2 3 PRESS RELEASE DATED 12/29/1998 EXHIBIT 99.2 Company Press Release CalComp to Consider Strategic Alternatives, Following Notice That Funding Will Cease ANAHEIM, Calif.--Dec. 29, 1998--CalComp Technology Inc. (Nasdaq:CLCP) said today it has been notified by Lockheed Martin Corporation (NYSE:LMT), the company's majority shareholder, that it will not increase CalComp's existing credit capacity beyond the currently available $43 million to fund its continuing operations. CalComp also said that since it expects to reach its credit limit during January 1999, and does not anticipate it will be able to obtain additional funding from other sources, the company will be required to consider strategic alternatives, including the sale of some or all of its operations, an orderly shut-down of its operations, and should neither of these options be successfully realized, the possible filing for protection under Chapter 11 of the Bankruptcy Code. John C. Batterton, CalComp's president and chief executive officer, said the company has also been notified by Lockheed Martin that it will consider providing additional funding over approximately a six-month period to assist CalComp in a non-bankruptcy related shut-down of operations. He said such assistance might allow CalComp to sell its proprietary CrystalJet printing technology and liquidate other non-core related businesses in an orderly manner. CalComp has notified Lockheed Martin of its acceptance of Lockheed Martin's proposal to fund such a shut-down of operations in accordance with a plan expected to be approved by both CalComp and Lockheed Martin in early January. Batterton noted that even though no assurances can be given that an agreement with Lockheed Martin for additional funding necessary for the orderly shut-down will be reached, the company is optimistic that such an agreement will be arranged by early January. The company believes that an orderly shut-down of its operations will likely lead to its liquidation and dissolution. Distributions, if any, to common shareholders will be based on proceeds received from the anticipated sale of assets and operations, offset by amounts owed to creditors. "We appreciate Lockheed Martin's long-term support of CalComp, but understand that our organization is not considered strategic to their primary business," said Batterton. "CalComp's immediate and priority focus, therefore, will be to effect the required actions that will be in the best interests of our shareholders, creditors, customers and employees." Batterton added that the company expects to cease shipments of its recently developed CrystalJet-based line of printers until current issues are resolved. CalComp Technology is a leading developer and manufacturer of computer graphics peripherals and supplies, for personal, business and professional applications. As an industry leader in piezo inkjet technology, CalComp develops image marking systems and components that support advanced digital printing applications. Corporate offices are located in Anaheim, Calif. For more information, visit the CalComp web site at www.calcomp.com, or call 800 CALCOMP (800/225-2667.) This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, the company's ability to successfully reach an agreement to obtain funding for an orderly shut-down of its operations. ___________________ Contact: CalComp Technology Inc., Anaheim John J. Millerick, 714/821-2500 -----END PRIVACY-ENHANCED MESSAGE-----