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
September 30, 1999
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Date of Report (Date of earliest event reported)
DATAMETRICS CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
0-8567 95-3545701
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(Commission File Number) (I.R.S. Employer
Identification No.)
25B Hanover Road, Florham Park, NJ 07932
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(Address of principal executive offices) (Zip Code)
(973) 377-3900
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Registrant's telephone number, including area code
Not Applicable
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
(a) On September 30, 1999, the Court of Appeal of the State of
California, Second Appellate District, Division One, overturned a trial court
judgment in favor of four of the Registrant's former officers to enforce
"golden-parachute" agreements ("Agreements") adopted by the Registrant's former
Board or Directors in the hours just prior to a 1996 restructuring of management
(Gerald A. Horowitz, Carl C. Stella, John J. Van Buren and Sidney E. Wing vs.
Datametrics Corporation, 2nd Civil No. B128091, Appeal from the Los Angeles
County Superior Court, Case No. BC 163 475). In entering the decision, the Court
of Appeal reversed the trial court's award of $1,200,000 to the former officers.
The Registrant now is seeking cancellation of a bond in the
amount of $1,200,000 posted by the Registrant pending the outcome of the appeal,
and termination of a related guaranty by a significant holder of the
Registrant's debt securities.
(b) On September 30, 1999, the employment of William B. Pandos as Chief
Financial Officer and Treasurer of the Registrant terminated. The Registrant has
made all necessary and appropriate accommodations until such time as the
positions of Chief Financial Officer and Treasurer shall be filled in accordance
with the provisions of the By-laws of the Registrant.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
a. Financial statements of business acquired.
Not Applicable.
b. Pro forma financial information.
Not Applicable.
c. Exhibits.
None.
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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.
DATAMETRICS CORPORATION
By: /s/ Daniel P. Ginns
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Daniel P. Ginns
Chairman and Chief Executive Officer
Dated: October 7, 1999
