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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Securities Act of 1934
Date of report (Date of earliest event reported) November 6, 1998
Nexar Technologies, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 0-29294 04-3268334
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(State or other jurisdiction of (Commission (IRS Employer
incorporation or organization) file number) Identification Number)
257 Turnpike Road, Southborough, Massachusetts 01772
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(Address of principal executive offices) (Zip Code)
(508) 485-7900
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(Registrant's telephone number, including area code)
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ITEMS 1 THROUGH 4, 6 AND 8 NOT APPLICABLE.
ITEM 5. OTHER EVENTS.
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REFERENCE IS MADE TO THE PRESS RELEASE ISSUED TO THE PUBLIC BY THE REGISTRANT
ON NOVEMBER 6, 1998, THE TEXT OF WHICH IS ATTACHED HERETO AS AN EXHIBIT, FOR A
DESCRIPTION OF THE EVENTS REPORTED PURSUANT TO THIS FORM 8-K.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
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(C) EXHIBITS
99.1. TEXT OF PRESS RELEASE DATED NOVEMBER 6, 1998.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange act of 1934, the
Registrant has caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
Nexar Technologies, Inc.
Dated: November 6, 1998
By: Albert J. Agbay
Chief Executive Officer
By: Gerald Y. Hattori
Chief Financial Officer
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EXHIBIT 99.1
NEXAR TECHNOLOGIES CLOSES CALIFORNIA MANUFACTURING FACILITY
SOUTHBOROUGH, Mass., November 6, 1998--Nexar Technologies, Inc. (Nasdaq: NEXR)
today announced that it has closed its California manufacturing facility
pursuant to an early termination of its lease with the landlord as part of its
ongoing attempt to restructure its operations. The Company continues to be
adversely affected by cash flow constraints and its inability to raise the
necessary capital to adequately fund operations. Despite Nexar's ongoing
restructuring efforts, the Company warned that its inability to date to obtain
sufficient new financing and concern among its creditors may soon force the
Company to seek protection under insolvency laws. Certain of Nexar's trade
creditors have recently filed lawsuits seeking payment of monies owed for goods
and services supplied to Nexar. In addition, holders of 26,461 shares of
Nexar's Series B Convertible Preferred stock have exercised their right of
redemption of such shares at an aggregate redemption price of approximately $3.3
million. The Company is unable to pay such redemption price, which is currently
due and accrues interest at 11% per annum until paid.
As part of its attempted restructuring, Nexar recently signed an agreement with
a contract manufacturer to produce Nexar XPA (Cross Processor Architecture) PCs.
The Company obtained short-term financing that has enabled it to fund only a
limited amount of production and it continues to seek long-term financing in
order to have its products assembled by the third party contract manufacturer.
Nexar has reduced its workforce to 26 employees; a reduction of 56 since June
30, 1998. In addition to reduced revenues and increased operating losses to be
reported in its results for the third quarter to be released soon, the Company
expects to take charges of up to approximately $4 million in the fourth quarter
related to product transition, facility closure and staff reductions.
Safe Harbor Statement
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Statements in this release which express the beliefs and expectations of the
Company regarding its future results or performance are forward-looking
statements that involve a number of risks and uncertainties. The Company's
actual results could differ significantly from the results discussed in such
forward-looking statements. Factors that could cause or contribute to such
differences include those discussed in the Company's SEC filings, including its
Form 10-K, filed March 30, 1998 and its quarterly reports on Form 10-Q,
including its Form 10-Q filed on August 14, 1998, which factors include, among
others, (a) the possibility that the Company may need to seek protection from
its creditors under insolvency laws, (b) the uncertainty of the availability of
additional capital to fund the Company's operations, (c) dependence on
substantial customers, (d) uncertainty of market acceptance of the Company's
products, (e) dependence on third party resellers and distributors, (f) intense
competition, (g) risks associated with international expansion, (h) risks
associated with rapid growth, and (i) reliance on suppliers. The Company
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undertakes no obligation to update any such forward-looking statements to
reflect events or circumstances after the date hereof, or to reflect the
occurrence of unanticipated events.
Nexar news releases are available through Nexar's web site at www.nexarpc.com
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For more information, contact:
Nexar Technologies, Inc. Continental Capital & Equity Corp.
Gerald Hattori, CFO Dodi B. Zirkle
Craig Conrad, Investor Relations
508/485-7900 407/682-2001
