0000950123-01-507133.txt : 20011019 0000950123-01-507133.hdr.sgml : 20011019 ACCESSION NUMBER: 0000950123-01-507133 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20011011 FILED AS OF DATE: 20011011 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PARADIGM GEOPHYSICAL LTD CENTRAL INDEX KEY: 0000931131 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-29538 FILM NUMBER: 1756714 BUSINESS ADDRESS: STREET 1: GAV-YAM CENTER NO.3 STREET 2: 9 SHENKAR STREET CITY: ISRAEL STATE: L3 ZIP: 46120 BUSINESS PHONE: 2818763473 MAIL ADDRESS: STREET 1: TWO ALLEN CENTER STREET 2: 1200 SMITH STREET STE 2100 CITY: HOUSTON STATE: TX ZIP: 77002 6-K 1 y53904e6-k.txt FORM 6-K 1 FORM 6-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the Month of October 2001 PARADIGM GEOPHYSICAL LTD. -------------------------- (Translation of Registrant's Name into English) Shenkar Street 9, Gav Yam Center No.3, P.O.B. 2061 Herzlia B, Israel 46120 -------------------------------------------------------------------------- (Address of Principal Executive Offices) Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. Form 20-F....X.... Form 40-F........ Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes........ No....X.... If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-..................... 2 Attached to the Registrant's Form 6-K for the month of October 2001 and incorporated by reference herein is the Registrant's news release dated October 11, 2001. . 3 SIGNATURE 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. PARADIGM GEOPHYSICAL LTD. (Registrant) By: /s/ Jonathan Keller Jonathan Keller Company Secretary Dated: 11 October, 2001 EX-99 3 y53904ex99.txt NEWS RELEASE 1 [PARADIGM GEOPHYSICAL LOGO] PARADIGM GEOPHYSICAL STRENGTHENS ITS FINANCIAL STRUCTURE COMMITTED FINANCING OF $30 MILLION, WITH PRIVATE PLACEMENT OF $8 TO $10 MILLION CONVERTIBLE DEBENTURES AT $7.50 PER SHARE Tel Aviv, Israel, October 11, 2001: Paradigm Geophysical Limited (NASDAQ:PGEO) announced today that it had reached agreements that strengthen its financial structure, resulting in a total of at least $30 million in committed funding sources. The Company today signed an agreement with FIMI pursuant to which the Company would issue to FIMI convertible debentures at an initial conversion price of $7.50 per share, subject to certain upward and downward price adjustments. FIMI would provide the Company a 5-year $8 to $10 million loan, with the option for up to an additional $3.75 million after 24 months, subject to certain terms and conditions. Annual interest rate is LIBOR minus one percent. The agreement is subject to certain closing conditions. The Company has also recently completed negotiations for committed credit lines from its banks for a total of $22 million in short- and medium-term loans and guarantees, at annual interest rates of between LIBOR plus one to one-and-a-half percent, replacing the previous credit line. Brian Berman, Paradigm's Chief Financial Officer commented, "We are very pleased to have successfully diversified and expanded our financial resources. Given the present uncertainties in both the financial and energy markets, the Company believes it is important to strengthen our structured corporate financing under favorable terms. These committed resources will be available for working capital and capital goods investment, and also for strategic opportunities that may arise in the future." Ishay Davidi, Managing Director of FIMI commented, "Paradigm's past performance, our expectations of the Company's future prospects, and its strong management team, are consistent with FIMI's investment criteria." ABOUT PARADIGM Paradigm Geophysical provides information solutions to the leaders of the oil and gas industry worldwide, offering technical software solutions and product-driven services to companies involved in the exploration & production of oil and gas and to oilfield service companies. The company has a global network of sales, users' support and services with 20 offices in 16 countries, serving all major oil- and gas-producing provinces in the world. Paradigm Geophysical(R) and the Paradigm Geophysical logo are the registered trademarks of Paradigm Geophysical Ltd. 2 Recent press announcements are available on Paradigm's web site: www.paradigmgeo.com. ABOUT FIMI FIMI is a leading Israeli investment fund focusing primarily on two types of transactions: leverage buyouts, usually in conjunction with management; and mezzanine investments. To date FIMI has invested amounts in excess of $250 million in 23 companies, and has additional amounts available for new investments aggregating in excess of $200 million. The Fund's general partnership is controlled by MassMutual Life Insurance Company, Israel Discount Bank Ltd, a investor group led by Marshall D. Butler, together with the fund's management team lead by Ishay Davidi. FIMI's investors are mainly from the United States and Israel, including banks, insurance companies, investment companies and provident funds. Web site: www.fimi.co.il SAFE HARBOR STATEMENT: Certain statements contained in this press release are forward-looking in nature. These statements can be identified by the use of forward-looking terminology such as "believes," "expects," "may," "will," "should," or "anticipates" or the negative thereof or comparable terminology, or by discussions of strategy. The company's business and operations are subject to a variety of risks, and uncertainties and other factors. Consequently, actual results may materially differ from those projected stated by any forward-looking statements. Such risks, uncertainties and other factors that could cause actual results to differ from those projected include, but are not limited to, the following: (1) future capital expenditures by oil and gas companies (2) fluctuations and absolute levels of international oil prices, (3) the need for increased Company investment to support product and new services introductions, (4) the company's ability to raise needed additional capital, (5) rapid technological changes that could make the company's products less desirable or obsolete, (6) market acceptance of the Company's products and services, (7) changes in product sales mix (8) product transitions by the Company and its competitors, (9) the impact of competitive products and pricing, (10) currency fluctuations. These as well as other risks and uncertainties, are discussed in greater detail in the Company's filings with the Securities and Exchange Commission, including its most recent 20-F filed on June 29, 2001, its 2000 Annual Report and its regular Quarterly Reports. The company makes no commitment to revise or update any forward-looking statements in order to reflect events or circumstances after the date any such statement is made. 3 CONTACTS: INVESTOR RELATIONS PARADIGM GEOPHYSICAL Phone: +972-9-970-9306 Fax: +972-9-970-9319 e-mail: ir@paradigmgeo.com THE RUTH GROUP--USA Denise Roche Phone: +1-646-536-7008 Fax: +1-646-536-7100 e-mail: droche@theruthgroup.com FIMI Tel: +972-3-5652244 Fax: +972-3-5652245 e-mail: fimi@fimi.co.il