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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) June 6, 1995
DIGICON INC.
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
1-7427 74-1532491
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(Commission File Number) (IRS Employer Identification No.)
3701 Kirby Drive, Houston, Texas 77098
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (713) 526-5611
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Not Applicable
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On June 6, 1995, Digicon Inc. sold its joint venture interests in the
former Soviet Union to its partner MD Seis International Limited ("Seis") in
consideration for Seis' return to Digicon of 1,708,497 shares of Digicon common
stock, and payment to Digicon of approximately $9,000,000 in cash and short
term notes, and a royalty of up to $1,500,000 based upon future sales of a
current Caspian Sea spec data project. The June 6, 1995 News Release of
Digicon Inc. concerning this sale is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Businesses Acquired. Not applicable.
(b) Pro Forma Financial Information. Not applicable.
(c) Exhibits.
20 News Release of Digicon Inc. dated June 6, 1995
(filed herewith).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
June 8, 1995 DIGICON INC.
By: /s/ STEPHEN J. LUDLOW
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Stephen J. Ludlow, President
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EXHIBIT 20
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[DIGICON INC. LOGO] NEWS RELEASE
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FOR IMMEDIATE RELEASE
Houston, Texas - Tuesday, June 6, 1995 - Digicon Inc., an integrated
worldwide geophysical services company, reported today that it has sold its FSU
joint venture interests to its partner MD Seis International Ltd. The joint
venture group of companies was formed in 1994 to focus on emerging geophysical
opportunities throughout the former Soviet Union.
Stephen J. Ludlow, president of Digicon, said "While we continue to recognize
the extraordinary opportunities available in the FSU marketplace, the associated
risks and capital investment necessary exceed Digicon's current capacity. In
the company's opinion, the current requirements of the FSU marketplace are more
suited to larger well capitalized companies. Continued involvement by Digicon in
the FSU ventures, was considered to be contrary to the Company's near-term
stated goals to focus its efforts and investment on performance and efficiency
gains in its core conventional markets."
Details of the transaction include a return of the 1,708,497 shares of Digicon
stock issued to MD Seis for ownership in the joint venture companies in addition
to receiving approximately $9,000,000 in cash and short term notes and a royalty
of up to $1,500,000 based upon future sales of a current Caspian spec data
project. Of the shares returned to Digicon, 850,000 shares have been placed
with an institutional investor and the balance of the shares have been returned
to the Company as treasury stock. The proceeds of approximately $13,000,000
from the placement of shares and sale of the joint venture interests will be
used for debt reduction.
Digicon provides seismic data acquisition and processing services on a worldwide
basis to the petroleum industry. The Company operates seismic survey ships,
land data acquisition crews and geophysical data processing centers around the
world. Digicon is a Houston-based company whose common stock is listed on the
American Stock Exchange under the symbol "DGC".
For additional information, please contact
Stephen J. Ludlow or Richard W. McNairy
at Digicon Inc., 3701 Kirby Drive, Houston, Texas 77098
(713) 526-5611 or 1-800-DIGICON
