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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): October 1, 1998
LARSCOM INCORPORATED
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(Exact name of Registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
001-12491 94-2362692
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(Commission File No.) (IRS Employer Identification Number)
1845 McCandless Drive
Milpitas, California 95035
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(Address of principal executive offices)
(408) 988-6600
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(Registrant's telephone number, including area code)
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Item 5 OTHER EVENTS
On October 1, 1998, Larscom Incorporated (the "Registrant") issued a press
release, a copy of which is filed herewith as Exhibit 99.1.
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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.
LARSCOM INCORPORATED
Dated: October 7, 1998
By: /s/ BRUCE D. HORN
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Bruce D. Horn
Vice President and Chief Financial Officer
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LARSCOM INCORPORATED
CURRENT REPORT ON FORM 8-K
EXHIBIT 99.1
FOR: LARSCOM INCORPORATED
APPROVED BY: Bruce Horn
Chief Financial Officer
(408) 941-4000
CONTACT: Morgen-Walke Associates
Chris Danne, Erica Abrams, Jennifer Jarman
(415) 296-7383
Patricia Walsh, Mark Owen
FOR IMMEDIATE RELEASE (212) 850-5600/(212) 850-5698
LARSCOM ANNOUNCES MANAGEMENT RESTRUCTURING AND
PROVIDES REVISED FOURTH QUARTER REVENUE OUTLOOK
MILPITAS, CALIFORNIA (October 1, 1998) -- Larscom Incorporated (Nasdaq: LARS)
today announced that Deborah M. Soon has resigned her position as President and
Chief Executive Officer and as a Director of Larscom, effective immediately.
George M. Donohoe, 61, Executive Vice President, has been appointed acting Chief
Executive Officer. He has served in various senior management positions since
joining the Company in 1993.
According to Paul E. Graf, Chairman of the Board, the Company has initiated
a search for a new CEO, and appointed an executive committee of the Board of
Directors, consisting of Mr. Graf, Joseph F. Smorada, and Donald G. Heitt.
In addition, Larscom today announced that the Company has revised its
outlook for the fourth quarter of fiscal 1998 and currently anticipates revenues
for the period to be in the range of approximately $12 million - $14 million.
On September 3, 1998, Larscom reported that fourth quarter revenues would be
approximately $18 million. The Company now expects to incur one-time charges
related to restructuring and a substantial operating loss during the fourth
quarter. These
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fourth quarter expectations are preliminary and are based on partial
information and management assumptions.
"The previously announced adversity in our business has had a more
significant impact than was originally anticipated," commented Mr. Graf,
Chairman of the Board. "We are currently reviewing the cost structure and
workforce requirements relative to the Company's projected revenues and
long-term strategy. We expect to be in a position to discuss our intended
actions and their financial impact in more detail as part of the third-quarter
results announcement."
Larscom plans to announce its final results for the third quarter ended
September 30, 1998 on or about October 15, 1998.
Larscom Incorporated is a leading provider of high-speed wide area network
(WAN) access equipment. Its customers include carriers, Internet service
providers, corporate users and government agencies worldwide. The Company's
headquarters are located at 1845 McCandless Drive, Milpitas, California 95035.
For additional information, please visit the Company's web site at
http://www.larscom.com or phone (408) 941-4000.
The fourth-quarter revenue and earnings expectations contained in this
press release are forward-looking statements based on current expectations and
beliefs and are subject to risks and uncertainties that could cause the actual
results to differ materially from those projected. Factors that could cause
actual results to differ materially include the timeliness and effectiveness of
the Company's management restructuring efforts, including the period of time
required to hire a new CEO; uncertainties as to the level of customer orders and
shipments in the fourth quarter; the ability of the Company to reduce its
overall expenditure levels during the balance of the fiscal year; and the impact
of financial adjustments that may be made in connection with accounting reviews
for the fourth quarter, including the potential adverse impact of reductions of
the carrying values of certain of the Company's assets, particularly in light of
the Company's revised revenue outlook. The Company is also subject to
continuing risks associated with customer concentration, dependence on recently
introduced products and products under development, dependence on component
availability from key suppliers, rapid technological change (including the
impact on the Company of sales of recently introduced products by competitors of
Larscom incorporating new or additional
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technologies), the integration of NetEdge, and the additional risk factors
discussed in the "Risk Factors" section of Larscom's annual report on Form
10-K and quarterly reports on 10-Q filed with the U.S. Securities Exchange
Commission.
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