SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
AMENDMENT NO. 1
Amendment to Application or Report Filed
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (date of earliest event reported):
June 25, 1996
DATAPOINT CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
1-7636 74-1605174
(Commission File No.) (I.R.S. Employer Identification No.)
4 rue d'Aguesseau 75008, Paris, France
8410 Datapoint Drive, San Antonio, Texas 78229-8500
(Address of Principal Executive Offices) (Zip Code)
(33-1) 40 07 37 37
(210)593-7000
(Registrant's telephone number, including area code)
5-7 rue Montalivet 75008, Paris, France
8400 Datapoint Drive, San Antonio, Texas 78229-8500
(Former Name of Former Address, if Changed Since Last Report)
<PAGE>
The undersigned Registrant hereby amends the following items, financial
statements, exhibits or other portions of its Current Report on Form 8-K dated
July 10, 1996 as set forth below
Item 2 - Acquisition or Disposition of Assets.
Item 7 (b) - Pro Forma Financial Information.
Item 2. Acquisition or Disposition of Assets
(a) The information set forth in Item 2 of the Registrant's current report on
Form 8-K filed with the Commission on July 10, 1996 is supplemented as follows:
The sale of assets in Belgium was consummated on July 18, 1996 following the
release of the proceeds from such sale from escrow on such date. The sale of
the assets by Datapoint S.A. was approved by the French tribunal and such sale
was consummated on August 8, 1996.
Item 7. Financial Statements, Proforma Financial Information and Exhibits.
(b) Pro Forma Financial Information. The information set forth in Item 7 (b)
of the Registrant's current report on Form 8-K filed with the Commission on July
10, 1996 is supplemented as follows:
Set forth below is the pro forma financial information required with respect
to the transactions described above in Item 2:
<PAGE>
UNAUDITED PRO FORMA FINANCIAL STATEMENTS
On June 25, 1996, the Company sold its European based Auto Dealer Systems
("EADS") business to Kalamazoo Computer Group, PLC (Kalamazoo) for $33 million
less certain adjustments and escrow deposits. The accompanying unaudited
condensed Pro Forma Consolidated Balance Sheet as of April 27, 1996 has been
prepared to give effect to the sale referred to above as though it was
consummated on April 27, 1996. The accompanying unaudited Pro Forma Condensed
Consolidated Statement of Operations for the year ended July 29, 1995 and the
nine months ended April 27, 1996 have been prepared to give effect to the sale
referenced above as though it had been consummated on July 31, 1994. The
pro forma financial information does not purport to be indicative of the results
which would actually have been obtained had the Kalamazoo sale been completed as
of the assumed dates and for the periods presented or which may be obtained in
the future and should be read in conjunction with the Consolidated Financial
Statements of the Company and the related notes.
<PAGE>
DATAPOINT CORPORATION
SUMMARY PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
YEAR ENDED JULY 29, 1995
(Unaudited)
(in thousands)
Historical Adjustments Pro Forma
Revenue:
Sales $84,187 ($3,675)A $80,512
Service 90,714 (14,784)A 75,930
Total revenue 174,901 (18,459) 156,442
Operating Cost and Expenses:
Cost of Sales 65,234 65,234
Cost of service and other 52,163 (6,371)A 45,792
Research and developments 4,303 (278)A 4,025
Selling, general and administrative 62,220 (8,762)A 53,458
Reorganization/restructuring costs 9,213 9,213
Total operating costs and expenses 193,133 (15,411) 177,722
Operating income (loss) ($18,232) ($3,048) ($21,280)
Interest expense (9,332) (9,332)
Other, net (580) (580)
Income (loss) before income taxes (28,144) (3,048) (31,192)
Income taxes 199 (161)B 38
Net loss ($28,343) ($2,887) ($31,230)
Net loss less preferred stock dividend ($30,158) ($2,887) ($33,045)
Net loss per common share: ($2.29) ($2.50)
Average common shares 13,194,667 13,194,667
See accompanying notes to Pro Forma Condensed Consolidated Statements of
Operations
<PAGE>
DATAPOINT CORPORATION
SUMMARY PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
NINE MONTHS ENDED APRIL 27, 1996
(Unaudited)
(in thousands)
Historical Adjustments Pro Forma
Revenue:
Sales $73,322 ($3,108)A $70,214
Service 62,352 (11,025)A 51,327
Total revenue 135,674 (14,133) 121,541
Operating Cost and Expenses:
Cost of Sales 54,276 54,276
Cost of service and other 38,910 (5,291)A 33,619
Research and developments 2,043 (203)A 1,840
Selling, general and administrative 35,465 (5,859)A 29,606
Reorganization/restructuring costs 194 194
Total operating costs and expenses 130,888 (11,353) 119,535
Operating income (loss) $4,786 ($2,780) $2,006
Interest expense (6,488) (6,488)
Other, net (2,252) (2,252)
Income (loss) before income taxes (3,954) (2,780) (6,734)
Income taxes 1,181 (243)B 938
Net loss ($5,135) ($2,537) ($7,672)
Net loss less preferred stock dividend ($6,553) ($2,537) ($9,090)
Net loss per common share: ($.49) ($.68)
Average common shares 13,359,265 13,359,265
See accompanying notes to Pro Forma Condensed Consolidated Statements of
Operations
<PAGE>
DATAPOINT CORPORATION
Notes to Pro Forma Condensed Consolidated
Statement of Operations
(Unaudited)
Dollars in thousands, except share data
A. This adjustment eliminates the operations of the EADS business. As part of
the agreement in connection with the sale of the EADS business, the Company
agreed to continue to sell hardware to Kalamazoo at various discounts from its
normal hardware prices and to continue to provide hardware service maintenance
to Kalamazoo at a 15% discount from the Company's normal hardware service
maintenance prices. The pro forma adjustments reduce historical revenues by the
agreed upon discount. However, there can be no assurances that the future volume
levels will remain the same. Revenues related to the EADS business remaining in
the pro forma amounts are $14.7 million and $9.6 million for the year ended
July 29, 1995 and the nine months ended April 27, 1996, respectively. The
Company transferred to Kalamazoo all of its employees who were dedicated to the
EADS business. Because the Company's accounting records do not segregate the
EADS business' historical performance, certain allocations were required based
upon employee effort analyses of EADS and other appropriate measures.
B. This adjustment represents the estimated tax effects of the pro forma
adjustments.
<PAGE>
DATAPOINT CORPORATION
PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET
APRIL 27, 1996
(Unaudited)
(in thousands)
Historical Adjustments Pro Forma
ASSETS
Current Assets:
Cash and cash equivalents $4,964 $29,637 A $34,601
Restricted cash and cash equivalents 1,056 1,056
Accounts receivable, net 41,788 41,788
Inventories 8,583 (798)A 7,785
Prepaid expenses and other current assets 4,464 (1,159)A 3,305
Total current assets 60,855 27,680 88,535
Fixed assets, net 14,933 (490)A 14,443
Other assets, net 14,430 14,430
$90,218 $27,190 $117,408
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities
Payable to banks $17,134 $17,134
Current maturities of long-term debt 4,096 4,096
Accounts payable 21,581 21,581
Accrued expenses 34,697 ($678)A 34,019
Deferred revenue 13,299 (3,065)A 10,234
Income taxes payable 1,481 3,156 B 4,637
Total current liabilities 92,288 (587) 91,701
Long-term debt, exclusive of current maturities 69,103 69,103
Other liabilities 9,788 (1,264)A 8,524
Stockholders' deficit:
$1.00 Preferred stock, $1.00 par value 1,868 1,868
Common stock, $.25 par value 5,248 5,248
Other equity (deficit) (88,077) 29,041 C (59,036)
Total stockholders' deficit (80,961) 29,041 (51,920)
$90,218 $27,190 $117,408
See accompanying note to Pro Forma Condensed Consolidated Balance Sheet.
<PAGE>
DATAPOINT CORPORATION
Notes to Pro Forma Condensed Consolidated
Balance Sheet
(Unaudited)
A. This adjustment reflects the net cash proceeds received from the sale and
elimination of those assets and liabilities which were transferred to Kalamazoo
as a result of the sale of the EADS business.
B. This adjustment represents the estimated income taxes due in certain of the
Company's European subsidiaries as a result of the gain realized on the sale of
the EADS business.
C. This adjustment represents the gain on the sale of the EADS business less
the estimated income taxes due in certain of the Company's subsidiaries as a
result of the gain.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this amendment to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: August 15, 1996
DATAPOINT CORPORATION
(Registrant)
BY:/s Phillip P. Krumb
Phillip P. Krumb
Chief Financial Officer
(Principal Accounting Officer)
