SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): November 1, 1999
LABTEC INC.
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(Exact Name of Registrant as Specified in Charter)
Massachusetts 0-27302 04-3116697
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File No.) Identification No.)
1499 S.E. Tech Center Place, Suite 350, Vancouver, Washington 98683
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (360) 896-2000
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
On October 12, 1999, Labtec Inc. (the "Company") was informed
by the Nasdaq Stock Market, Inc. ("Nasdaq") that a Nasdaq Listing Qualifications
Panel had determined to continue the listing of the Company's securities on the
Nasdaq National Market, subject to the following: that, among other things, the
Company make a public filing on or before November 1, 1999 with the Securities
and Exchange Commission and Nasdaq of a September 30, 1999 balance sheet
evidencing a minimum of $50,000,000 in total assets.
Accordingly, the Company has prepared a balance sheet as of
September 30, 1999, including pro forma adjustments for any significant events
or transactions occurring on or before the filing date, which balance sheet is
attached hereto as Exhibit 99.1. The information presented on the attached
September 30, 1999 balance sheet has not been audited by independent
accountants, but includes all adjustments (consisting of normal recurring
accruals) which are, in the opinion of management, necessary for a fair
presentation of the September 30, 1999 balance sheet. This information is
provided solely for the purpose of complying with the requirements of Nasdaq.
Certain information and footnote disclosure normally included
in financial statements prepared in accordance with generally accepted
accounting principles have been omitted. The September 30, 1999 balance sheet
presented herein should be read in conjunction with the financial statements and
notes thereto included in the Company's Annual Report on Form 10-K for the
fiscal year ended March 31, 1999 and the quarterly report on Form 10-Q for the
quarter ended June 30, 1999.
Statements made herein that are not historical facts or that
express the beliefs and expectations of management regarding future events or
performance are "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Such statements are subject to risks
and uncertainties that could cause actual results or events in future periods to
differ materially from those anticipated or forecast. Those risks and
uncertainties are detailed from time to time in the Company's filings with the
Securities and Exchange Commission.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.
Not applicable.
(b) PRO FORMA FINANCIAL INFORMATION.
Not applicable.
(c) EXHIBITS.
Exhibit No. Description
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99.1 September 30, 1999 Consolidated
Balance Sheet (Unaudited) of
Labtec Inc.
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<PAGE>
SIGNATURES
Pursuant to the requirement of the Securities Exchange Act of
1934, as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
Dated: November 1, 1999
LABTEC INC.
By:/s/ Marc J. Leder
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Name: Marc J. Leder
Title: Senior Vice President,
Finance, Chief Financial
Officer and Treasurer
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<PAGE>
EXHIBIT INDEX
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Exhibit No. Description
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99.1 September 30, 1999 Consolidated Balance Sheet
(Unaudited) of Labtec Inc.
EXHIBIT 99.1
LABTEC, INC.
CONSOLIDATED BALANCE SHEET
(UNAUDITED)
<TABLE>
<CAPTION>
ASSETS SEPTEMBER 30, 1999 MARCH 31, 1999
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<S> <C> <C> <C>
CURRENT ASSETS:
Cash $ 647,050 $ 768,150
Accounts receivable, net 21,550,691 17,889,858
Interest and other receivables 231,419 211,468
Income tax receivable 498,139 594,973
Inventories 11,784,379 10,661,758
Prepaid expenses 67,928 160,523
Current deferred income taxes 1,012,997 829,713
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TOTAL CURRENT ASSETS 35,792,603 31,116,443
Property and equipment, net 2,491,256 2,329,880
Noncurrent deferred income taxes 1,892,850 1,892,850
Debt issuance costs 2,496,239 1,983,637
Other noncurrent assets 142,299 253,535
Goodwill, net 18,106,031 9,392,044
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$ 60,921,278 $ 46,968,389
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LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
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CURRENT LIABILITIES:
Lines of credit $ 9,519,882 $ 4,000,000
Current portion of long-term debt 2,800,000 -
Accounts payable 7,893,412 8,491,828
Income taxes payable (113,361) -
Accrued payroll and benefits 1,587,937 1,588,855
Accrued interest 499,948 223,214
Other accrued expenses 2,002,447 1,877,365
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TOTAL CURRENT LIABILITIES 24,190,265 16,181,262
Long-term debt 32,553,782 26,086,184
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56,744,047 42,267,446
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SHAREHOLDERS' EQUITY (DEFICIT)
Common stock 72,251 69,036
Additional paid-in capital 21,575,833 20,551,252
Stock subscription receivable (16,836) (25,688)
Accumulated deficit (17,414,871) (15,864,166)
Accumulated other comprehensive income (loss):
Cumulative foreign currency translation adjustment (39,146) (29,491)
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4,177,231 4,700,943
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$ 60,921,278 $ 46,968,389
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</TABLE>
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