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 2, 1998
Zomax Optical Media, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Minnesota
(State or Other Jurisdiction of Incorporation)
0-28426 41-1833089
(Commission File Number) (I.R.S. Employer Identification Number)
5353 Nathan Lane
Plymouth, Minnesota 55442
(Address of Principal Executive Offices) (Zip Code)
612-553-9300
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
Item 5. Other Events
On December 2, 1998, the Registrant issued a press release announcing
the signing of definitive purchase agreements with Kao Corporation to acquire
the business and certain assets of Kao Infosystems Company and the stock of Kao
Infosystems Ireland, Ltd. The full text of the press release is set forth in
Exhibit 99 attached hereto and is incorporated in this Report as if fully set
forth herein.
Item 7. Financial Statements and Exhibits.
(a) Financial statements: None.
(b) Pro forma financial information: None.
(c) Exhibits:
Exhibit 99. Press release dated December 2, 1998.
SIGNATURES
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 hereunto duly authorized.
Dated: December 3, 1998
ZOMAX OPTICAL MEDIA, INC.
By /s/ James E. Flaherty
James E. Flaherty, Chief Financial Officer
<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
EXHIBIT INDEX TO FORM 8-K
Date of Report: Commission File No.:
December 2, 1998 0-28426
ZOMAX OPTICAL MEDIA, INC.
EXHIBIT NO. ITEM
99 Press Release dated December 2, 1998
EXHIBIT 99
NEWS RELEASE
FOR IMMEDIATE RELEASE FOR FURTHER INFORMATION CONTACT:
Jim Anderson, President and CEO
Jim Flaherty, Chief Financial Officer
(612) 553-9300
Zomax Announces Major Acquisition, More Than Triples Revenue,
Emerges as an Industry Leader
MINNEAPOLIS, MN -- December 2, 1998 -- Zomax Optical Media, Inc. (Nasdaq/NNM:
ZOMX) today announced that the company has signed definitive purchase agreements
with Kao Corporation in which Zomax is acquiring the business and certain assets
of Kao Infosystems Company in the United States and Canada as well as the stock
of Kao Infosystems Ireland, Ltd. Closing of the transaction is subject to
certain regulatory consents and other conditions. Zomax anticipates that closing
will take place by year-end.
Sales revenue of the acquired business is expected to be approximately $160
million in 1998. The total purchase price is expected to be approximately $60
million depending on the balance of current assets at closing. Zomax will use a
combination of debt financing, existing cash, and the assumption of
approximately $24 million in current liabilities to fund the acquisition. Zomax
believes the acquisition will be accretive to earnings.
The acquired Kao Infosystems assets and facilities include a call center in San
Ramon, CA, a twenty-two line CD and DVD manufacturing, packaging and
distribution facility in Fremont, CA and a six line CD manufacturing, packaging
and distribution facility in Arnprior, Canada. The acquired Irish company
includes a call center in Dublin, an eleven line CD manufacturing, packaging and
distribution facility in Dublin and a diskette duplicating, packaging and
distribution facility in Langen, Germany.
Jim Anderson, President and CEO of Zomax commented, "The acquisition of the Kao
Infosystems business is clearly the most significant event in the history of
Zomax. Kao Infosystems is one of our industry leaders and is an excellent fit
for Zomax. Adding their service capabilities, technical resources, manufacturing
capacity, geographical locations and customer base to ours should allow Zomax to
take a leading industry position in servicing the software publishing, hardware
manufacturing and multimedia industries. We are particularly excited about
adding the call centers to our full-service offerings. Call center services
include program management, subscription management, E-commerce, integrated
order fulfillment and customer care programs. We can now offer fully integrated,
front-end solutions to our customers while continuing to provide integrated,
back-end solutions as well. This transaction also gives us an immediate,
significant presence in Europe. We view Europe as a strategic market as Zomax
continues to develop its global strategy."
Anderson added, "The customers of Kao Infosystems are complimentary to Zomax's
customer base. We are very excited to be able to service these global industry
leaders. Providing a smooth transition is very important to all concerned. We
plan to retain all site level Kao Infosystems employees to help ensure a
seamless transition and propel the business moving forward."
The Company has scheduled a conference call for 4 P.M. Central Standard time
today to comment on this acquisition and answer questions. To participate in
this conference call, please call 913-981-4900.
Statements contained in this press release regarding the Company's ability to
close the transaction, the anticipated sales revenue of the acquired business,
the accretive nature of the acquisition and the ability to successfully
integrate Kao Infosystems into Zomax operations are forward-looking, based on
current expectations. These forward-looking statements are made pursuant to the
safe harbor provisions of the Private Securities Reform Act of 1995. There are
certain important factors that could cause results to differ materially from
those anticipated, including: strategies of competitors, market demand, the
Company's ability to integrate the acquisition into Zomax, general economic
factors, such as consumer confidence and inflation, and the Company's ability to
successfully assimilate its newly acquired software replication business.
Investors are cautioned that all forward-looking statements involve risk and
uncertainty.
