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):
May 3, 1999
----------------------------------------
TREX MEDICAL CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware 1-11827 06-1439626
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification Number)
incorporation or
organization)
37 Apple Ridge Road
Danbury, Connecticut 06810
(Address of principal executive offices) (Zip Code)
(203) 207-4500
(Registrant's telephone number
including area code)
<PAGE>
This Form 8-K contains forward-looking statements that involve a number of
risks and uncertainties. Important factors that could cause actual results to
differ materially from those indicated by such forward-looking statements are
set forth under the heading "Forward-looking Statements" in Exhibit 13 to Trex
Medical Corporation's Annual Report on Form 10-K for the year ended October 3,
1998, as amended. These include risks and uncertainties relating to: dependence
on capital spending policies, technological change and new product development,
the Registrant's acquisition strategy, intense competition, patent and other
litigation, development and commercialization of products under development,
compliance with government regulations, the need for regulatory approvals,
healthcare reform and uncertainty of patient reimbursement, dependence on
patents and proprietary rights, dependence on OEM relationships, potential
product liability, international operations, and the potential impact of the
year 2000 on processing date-sensitive information.
Item 5. Other Events
On May 3, 1999, the Registrant issued a press release announcing that it
will record pretax restructuring and other charges totaling approximately $11
million. Approximately $6 million to $7 million will be recorded in the
Registrant's third fiscal quarter, which ends July 3, 1999, with the remainder
recorded as costs are incurred over the next several quarters. The majority of
the charges will be incurred as a result of the Registrant's decision to close
two of its four domestic manufacturing facilities after relocating these
operations, and, to a lesser extent, as a result of actions to reduce costs in
other operations. This process will result in a staff reduction of approximately
15 percent. The Registrant estimates that these actions will result in fiscal
2000 operating savings of approximately $4 million to $5 million.
The Registrant's Bennett facility in Copiague, New York, and its
Continental facility in Broadview, Illinois, will be closed. Sales and marketing
offices for Bennett and Continental will remain in these communities.
Manufacturing and product development of the Registrant's mammography systems
will now be concentrated at the Registrant's Danbury, Connecticut, site. All
manufacturing and product development of general-purpose and other specialized
X-ray systems will now be conducted at the Registrant's Littleton,
Massachusetts, facility. The Registrant will continue to manufacture its
complete product line and market its systems under its four existing product
line names: Lorad, Bennett, Continental, and XRE. Distribution channels will be
maintained as before.
<PAGE>
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: not applicable.
<PAGE>
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, on this 5th day of May, 1999.
TREX MEDICAL CORPORATION
By:/s/ Theo Melas-Kyriazi
-----------------------------
Theo Melas-Kyriazi
Chief Financial Officer
