SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Filed pursuant to Section 12, 13, or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) February 6, 1997
XLCONNECT SOLUTIONS, INC.
(Exact name of issuer as specified in charter)
PENNSYLVANIA 0-28892 23-2832796
(State or Other Jurisdiction Commission (I.R.S. Employer
of Incorporation or file number Identification
Organization) Number)
411 Eagleview Boulevard, Exton, Pennsylvania 19341
(Address of principal executive offices)
(610) 458-5500
(Registrant's telephone number, including area code)
<PAGE>
Item 5. Other Events
------------
On February 6, 1997, Intelligent Electronics, Inc. ("IE"), which
holds 80% of the outstanding shares of the Common Stock of XLConnect
Solutions, Inc. (the "Company"), announced that its Board of Directors has
approved the distribution of 13,325,000 shares of Common Stock of the
Company in a spin-off to IE's shareholders. The distribution is
conditioned on the receipt of an IRS ruling as to its tax-free nature and
customary regulatory and contractual approvals and consents. The press
release is attached hereto as an exhibit.
Item 7. Financial Statements and Exhibits
---------------------------------
99. Intelligent Electronics, Inc.'s Press Release dated
February 6, 1997
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 hereunto duly authorized.
XLCONNECT SOLUTIONS, INC.
Date: February 7, 1997 By: /s/ Stephanie Cohen
-----------------------------------
Stephanie Cohen,
Executive Vice President, Finance
and Chief Financial Officer
Exhibit 99
FOR MORE INFORMATION CONTACT:
Intelligent Electronics, Inc. XLConnect Solutions, Inc.
- ----------------------------- -------------------------
Fran Barsky Stephanie D. Cohen
Director or Investor Relations Executive Vice President,
and Corp. Comm. Finance
(610)458-6668 (610)458-6603
[email protected] [email protected]
FOR IMMEDIATE RELEASE:
INTELLIGENT ELECTRONICS APPROVES STOCK DISTRIBUTION OF
XLCONNECT(TM)COMMON STOCK TO IE SHAREHOLDERS CONDITIONED
UPON IRS RULING
EXTON, PA -- February 6, 1997 -- Intelligent Electronics, Inc. (Nasdaq:
INEL) announced today that its Board of Directors has approved the
distribution of 13,325,000 shares of Common Stock of XLConnect(TM)
Solutions, Inc. (Nasdaq: XLCT) in a spin-off to Intelligent Electronics
shareholders. The distribution is conditioned on the receipt of an IRS
ruling as to its tax-free nature and customary regulatory and contractual
approvals and consents. The request for the ruling was filed on Wednesday,
February 5, 1997. If conditions are met, it is anticipated the
distribution will occur by the end of the summer.
For Intelligent Electronics shareholders, it means that owners of INEL
stock will receive XLConnect stock if the spin-off is completed. For
XLConnect, the spin-off and stock distribution mean XLConnect will be
independently owned.
XLConnect is an information technology services provider offering total
connectivity solutions to large and medium-sized organizations.
XLConnect's applications development, internetworking, telecommunications
and managed services enable its clients to increase productivity and
enhance competitiveness by improving the flow of information among
employees, clients and suppliers. XLConnect delivers its solutions
through an engineering and technical staff of more than 1,000 professionals
deployed nationwide.
Intelligent Electronics is a leader in providing information technology
products, services, and solutions to a broad spectrum of customers
including large companies, governmental agencies, small and home offices,
educational institutions and others using technology to create efficiency.
Intelligent Electronics specializes in delivering access to tomorrow's
technology today.
###
