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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): OCTOBER 12, 1995
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BANCTEC, INC.
(Exact name of Registrant as specified in its charter)
DELAWARE 0-9859 75-1559633
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of incorporation) Identification Number)
4435 SPRING VALLEY ROAD
DALLAS, TEXAS
(Address of principal 75244
executive offices) (Zip code)
Registrant's telephone number, including area code: (214) 450-7700
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ITEM 2. ACQUISITION.
On October 12, 1995, BancTec, Inc. ("BancTec") announced the closing of the
acquisition of Recognition International Inc. ("Recognition"), a Dallas-based
company specializing in imaging and workflow software, document-processing
systems and related customer services. The acquisition was effected through the
merger of BTEC Merger Subsidiary, Inc., a wholly-owned subsidiary of BancTec,
with and into Recognition. Under the terms of the merger agreement, Recognition
stockholders received 0.59 of a share of BancTec common stock for each share of
Recognition common stock owned. Fractional shares were not issued; instead
former Recognition stockholders were paid in cash an amount equal to the product
of $21.00, the closing price of a share of BancTec Common Stock on the date of
closing, multiple by the fractional share percentage.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements. The financial statements contained in
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Recognition's Annual Report on Form 10-K for the year ended October 31, 1994 are
incorporated by reference.
(b) Pro Forma Financial Information. The pro forma financial information
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contained in the BancTec, Inc. Registration Statement on Form S-4 (File No. 33-
60391) is incorporated by reference.
(c) Exhibits.
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99.1 Annual Report on Form 10-K of Recognition International Inc. for
the year ended October 31, 1994, is incorporated by reference.
99.2 Registration Statement on Form S-4 (File No. 33-60391) is
incorporated by reference.
99.3 Consent of Price Waterhouse LLP.
ITEM 8. CHANGE IN FISCAL YEAR.
On October 12, 1995, with the completion of the acquisition of Recognition,
BancTec made the decision to change its fiscal year. The new fiscal year will
end December 31. The first report to be filed pursuant to the new fiscal year
end will be on Form 10-K for the period ending December 31, 1995.
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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.
BANCTEC, INC.
(Registrant)
By: /s/ GRAHAME N. CLARK, JR.
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Grahame N. Clark, Jr.
Chairman of the Board and
Chief Executive Officer
(Principal Executive Officer)
Date: October 27, 1995
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Index to Exhibits
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Exhibit No. Page
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99.1 Annual Report on Form 10-K of Recognition International Inc.
for the year ended October 31, 1994, is incorporated by
reference.
99.2 Registration Statement on Form S-4 (File No. 33-60391) is
incorporated by reference
99.3 Consent of Price Waterhouse LLP.
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Exhibit 99.3
CONSENT OF INDEPENDENT ACCOUNTANTS
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We hereby consent to the incorporation by reference in this Form 8-K of Banctec,
Inc. of our report dated December 7, 1994 included in its Registration Statement
on Form S-4 (No. 33-60391) dated September 1, 1995 relating to the financial
statements of Recognition International, Inc. (Recognition) for the three years
ended October 31, 1994, which report appears on page 33 of Recognition's Annual
Report to Stockholders, which is incorporated by reference in its Annual Report
on Form 10-K for the year ended October 31, 1994.
PRICE WATERHOUSE LLP
Dallas, TX
September 1, 1995
