-----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, HGL0gYB+bjPrAltLXVcMn9CYAi7X+Bjy9qx84rV8/N4uO0qClBJkx6t9ayqXDlsc KQAxYnWziXATlAiXWx9gBA== 0001047469-98-037384.txt : 19981016 0001047469-98-037384.hdr.sgml : 19981016 ACCESSION NUMBER: 0001047469-98-037384 CONFORMED SUBMISSION TYPE: 10-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980630 FILED AS OF DATE: 19981015 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: SYMIX SYSTEMS INC CENTRAL INDEX KEY: 0000872443 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 311083175 STATE OF INCORPORATION: OH FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10-K/A SEC ACT: SEC FILE NUMBER: 000-19024 FILM NUMBER: 98726155 BUSINESS ADDRESS: STREET 1: 2800 CORPORATE EXCHANGE DR CITY: COLUMBUS STATE: OH ZIP: 43231 BUSINESS PHONE: 6145237000 MAIL ADDRESS: STREET 1: 2800 CORPORATE EXCHANGE DR CITY: COLUMBUS STATE: OH ZIP: 43231 10-K/A 1 FORM 10-K/A - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------ FORM 10-K/A (AMENDMENT NO. 1) (MARK ONE) /X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED JUNE 30, 1998. OR / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO . COMMISSION FILE NUMBER: 0-19024 ------------------------ SYMIX SYSTEMS, INC. (Exact name of registrant as specified in its charter) OHIO 31-1083175 (State or other jurisdiction of incorporation or (I.R.S. Employer Identification organization) No.) 2800 CORPORATE EXCHANGE DRIVE COLUMBUS, OHIO 43231 (Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (614) 523-7000 ------------------------ Securities registered pursuant to Section 12(b) of the Act: NONE Securities registered pursuant to Section 12(g) of the Act: COMMON SHARES NO-PAR VALUE Title of Class ------------------------ 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 (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes _X_ No ____ Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (Section 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ] The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant at September 22, 1998 was $75,335,545. The number of common shares outstanding at September 22, 1998 was 6,507,054. DOCUMENTS INCORPORATED BY REFERENCE: (1) The Registrant's Definitive Proxy Statement for its Annual Meeting of Shareholders to be held on November 11, 1998 is incorporated by reference into Part III of this Annual Report on Form 10-K. - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- PART IV ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K. (a) DOCUMENTS FILED AS PART OF THIS REPORT: 1 Financial Statements See Item 8 of the Annual Report on Form 10-K.--Index to Financial Statements and Financial Statement Schedules 2 Financial Statement Schedules See Item 8 of the Annual Report on Form 10-K.--Index to Financial Statements and Financial Statement Schedules 3 Exhibits: See Exhibit Index of this Annual Report on Form 10-K/A. (b) REPORTS ON FORM 8-K: None. 2 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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, on the 14th day of October, 1998. SYMIX SYSTEMS, INC. By: /s/ LAWRENCE W. DELEON ----------------------------------------- Lawrence W. DeLeon VICE PRESIDENT, CHIEF FINANCIAL OFFICER AND SECRETARY 3 INDEX TO EXHIBITS
EXHIBIT NO. DESCRIPTION PAGE - ----------------- ------------------------------------------------- ------------------------------------------------- 3(a)(1) Amended Articles of Incorporation of Symix Incorporated by reference to Exhibit 3(a)(1) to Systems, Inc. (as filed on February 8, 1991) Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1997 3(a)(2) Certificate of Amendment to the Amended Articles Incorporated by reference to Exhibit 3(a)(2) to of Incorporation of Symix Systems, Inc. (as filed Registrant's Annual Report on Form 10-K for the on July 16, 1996) fiscal year ended June 30, 1997 3(a)(3) Amended Articles of Incorporation of Symix Incorporated herein by reference to Exhibit Systems, Inc. (reflecting amendments through July 3(a)(3) to Registrant's Annual Report on Form 16, 1996, for purposes of SEC reporting 10-K for the fiscal year ended June 30, 1997 compliance only) 3(b) Amended Regulations of Symix Systems, Inc. Incorporated herein by reference to Exhibit 3(b) to the Registration Statement on Form S-1 of Registrant, filed February 12, 1991 (Registration No. 33-38878) 4(a)(1) Amended Articles of Incorporation of Symix Incorporated by reference to Exhibit 3(a)(1) to Systems, Inc. (as filed on February 8, 1991) Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1997 4(a)(2) Certificate of Amendment to the Amended Articles Incorporated by reference to Exhibit 3(a)(2) to of Incorporation of Symix Systems, Inc. (as filed Registrant's Annual Report on Form 10-K for the on July 16, 1996) fiscal year ended June 30, 1997 4(a)(3) Amended Articles of Incorporation of Symix Incorporated herein by reference to Exhibit Systems, Inc. (reflecting amendments through July 3(a)(3) to Registrant's Annual Report on Form 16, 1996, for purposes of SEC reporting 10-K for the fiscal year ended June 30, 1997 compliance only) 4(b) Amended Regulations of Symix Systems, Inc. Incorporated herein by reference to Exhibit 3(b) to the Registration Statement on Form S-1 of Registrant, filed February 12, 1991 (Registration No. 33-38878) 4(c) Share Exchange Agreement dated January 9, 1997 Incorporated herein by reference to Exhibit 99 to Registrant's Current Report on Form 8-K dated January 9, 1997 10(a) Lease Agreement dated April 3, 1991 for office Incorporated herein by reference to Exhibit 10(c) located at 2800 Corporate Exchange Drive, to Registrant's Annual Report on Form 10-K for Columbus, Ohio the fiscal year ended June 30, 1991 10(b) Lease Amendment to office located at 2800 Incorporated herein by reference to Exhibit 10(b) Corporate Exchange Drive, Columbus, Ohio to Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1998
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EXHIBIT NO. DESCRIPTION PAGE - ----------------- ------------------------------------------------- ------------------------------------------------- 10(c) Second Lease Amendment to office located at 2800 Incorporated herein by reference to Exhibit 10(c) Corporate Exchange Drive, Columbus, Ohio to Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1998 10(d) Third Lease Amendment to office located at 2800 Incorporated herein by reference to Exhibit 10(c) Corporate Exchange Drive, Columbus, Ohio to Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1994 10(e) Fourth Lease Amendment to office located at 2800 Incorporated herein by reference to Exhibit 10(e) Corporate Exchange Drive, Columbus, Ohio to Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1998 10(f) Fifth Lease Amendment to office located at 2800 Incorporated herein by reference to Exhibit 10(f) Corporate Exchange Drive, Columbus, Ohio to Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1998 10(g) Progress Software Application Partner Agreement Incorporated herein by reference to Exhibit 10(e) dated February 8, 1995 to Registrant's Quarterly Report on Form 10-Q for fiscal quarter ended March 31, 1995 10(h) Amendment to Progress Software Application Incorporated herein by reference to Exhibit 10(h) Partner Agreement dated July 1, 1997 to Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1998 10(i) Second Amendment to Progress Software Application Incorporated herein by reference to Exhibit 10(i) Partner Agreement dated July 1, 1998 to Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1998 10(j)* Summary of Bonus Plan Incorporated herein by reference to Exhibit 10(j) to Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1998 10(k)* Symix Systems, Inc. Stock Option Plan for Outside Incorporated herein by reference to Exhibit 10(i) Directors of Registrant's Annual Report on Form 10-K for fiscal year ended June 30, 1993 10(l)* Symix Systems, Inc. Non-Qualified Stock Option Incorporated herein by reference to Exhibit 10(a) Plan for Key Executives to Registrant's Quarterly Report on Form 10-Q for fiscal quarter ended March 31, 1996 10(m)* Symix Systems, Inc. Non-Qualified Stock Option Incorporated herein by reference to Exhibit 10(a) Plan for Key Employees, as amended to Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1993 10(n)* Symix Systems, Inc. Non-Qualified Stock Option Incorporated herein by reference to Exhibit 10(a) Plan for Key Executives to Registrant's Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 1996
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EXHIBIT NO. DESCRIPTION PAGE - ----------------- ------------------------------------------------- ------------------------------------------------- 10(o)* Symix Systems, Inc. Stock Option Plan for Outside Incorporated herein by reference to Exhibit 10(i) Directors to Registrant's Annual Report on Form 10-K for fiscal year ended June 30, 1993 10(p)* Sasser Employment Agreement Incorporated herein by reference to Exhibit 10(b) to Registrant's Quarterly Report on Form 10-Q for fiscal quarter ended March 31, 1996 10(q)* Stock Option Agreement between the Company and Incorporated herein by reference to Exhibit 10(c) Stephen A. Sasser dated January 17, 1996 to Registrant's Quarterly Report on Form 10-Q for fiscal quarter ended March 31, 1996 10(r) Loan Agreement among Symix Systems, Inc., Symix Incorporated herein by reference to Exhibit Computer Systems, Inc. and Bank One, Columbus, 10(a)(1) to Registrant's Form 10-Q for fiscal N.A. dated May 20, 1996 quarter ended September 30, 1997 10(s) First Amendment to Loan Agreement among Symix Incorporated herein by reference to Exhibit 10(b) Systems, Inc., Symix Computer Systems, Inc. and to Registrant's Form 10-Q for fiscal quarter Bank One, Columbus, N.A. ended September 30, 1997 10(t) Second Amendment to Loan Agreement Among Symix Incorporated herein by reference to Exhibit 10(b) Systems, Inc., Symix Computer Systems, Inc. and to Registrant's Form 10-Q for fiscal quarter Bank One, NA ended March 31, 1998 10(u) Third Amendment to Loan Agreement Among Symix Incorporated herein by reference to Exhibit 10(u) Systems, Inc., Symix Computer Systems, Inc. and to Registrant's Annual Report on Form 10-K for Bank One, NA the fiscal year ended June 30, 1998 21 Subsidiaries of the Registrant Filed herein 23 Consent of Independent Auditors Incorporated herein by reference to Exhibit 23 to Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1998 24 Powers of Attorney Incorporated herein by reference to Exhibit 24 to Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1998 27 Financial Data Schedule Incorporated herein by reference to Exhibit 27 to Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1998
- ------------------------ *Indicates management contracts or compensatory plans or arrangements that are required to be filed as an exhibit for the fiscal year ended June 30, 1998 6 EX-21 2 EXHIBIT 21 EXHIBIT 21 TO SYMIX SYSTEMS, INC. 1998 FORM 10-K SUBSIDIARIES OF REGISTRANT SUBSIDIARIES OF REGISTRANT
NAME JURISDICTION % OWNERSHIP - ------------------------------------------------------------------- ------------------------ --------------- Symix Computer Systems, Inc. Ohio 100 Symix Systems, B.V. The Netherlands 100 Symix France, SA France 100 Pritsker Corporation Ohio 100 SUBSIDIARIES OF SYMIX COMPUTER SYSTEMS, INC. Symix Systems (Ontario) Inc. Canada 100 Symix Computer Systems (Canada) Inc. Canada 100 Symix Computer Systems (UK) Ltd. The United Kingdom 100 Symix Computer Systems (Singapore) Pte. Ltd. Singapore 86.7 Symix Computer Systems (Mexico) S. De R.L. De C.V. Mexico 100 SUBSIDIARIES OF SYMIX SYSTEMS, B.V. Symix (U.K.) Ltd. The United Kingdom 100 Symix Systems GmbH Germany 100 Symix Italia S.r.1. Italy 95* - ------------------------ *Remaining 5% owned by Symix Systems, Inc. SUBSIDIARIES OF SYMIX SYSTEMS (ONTARIO) INC. Visual Applications Software, Inc. Canada 100 SUBSIDIARIES OF SYMIX SYSTEMS (SINGAPORE) PTE. LTD. Symix Asia Company Ltd. Thailand 100 Symix Computer Systems (Hong Kong) Ltd. Hong Kong 100 Symix Computer Systems (Australia) Pty. Ltd. Australia 100 Symix New Zealand Ltd. New Zealand 100 Symix Computer Systems (Malaysia) Sdn Bhd. Malaysia 100
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