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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 19, 1996
TELXON CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 0-11402 74-1666060
(STATE OR OTHER JURISDICTION (COMMISSION (IRS EMPLOYER
OF INCORPORATION) FILE NUMBER) IDENTIFICATION NO.)
3330 WEST MARKET STREET, AKRON, OHIO 44333
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
ISSUER'S TELEPHONE NUMBER, INCLUDING AREA CODE: (330) 867-3700
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ITEM 5. OTHER EVENTS.
On June 19, 1996, Telxon Corporation issued a press release
announcing changes in its senior management, expected financial results for the
current fiscal year ending March 31, 1997 and management recommendations for
stock and convertible bond repurchases. A copy of the press release is included
as Exhibit 99 to this Current Report on Form 8-K and is incorporated herein by
reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
99 Press Release issued by registrant on June 19, 1996.
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.
TELXON CORPORATION
DATE: June 20, 1996 By: /s/ Glenn S. Hansen
-------------------
Glenn S. Hansen
Vice President, Legal Administration
and Corporate Counsel
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Exhibit 99
[TELXON LOGO]
NEWS RELEASE
FOR IMMEDIATE RELEASE
TELXON ANNOUNCES SHIFT IN MANAGEMENT AND DIRECTION
AKRON, OHIO, June 19, 1996 -- Telxon Corporation (TLXN - Nasdaq - NNM)
announced today the promotion of Frank E. Brick as President and Chief Operating
Officer reporting to Robert F. Meyerson, Chairman and Chief Executive Officer of
Telxon.
Meyerson said, "Telxon has doubled its annual sales rate to over $500
million over the past three years and has established itself as a leading
producer of wireless and mobile transaction systems and products. During this
time, operating profits were sacrificed to bring the latest technology to our
customers on a continuing basis. With Telxon's advanced wireless and imaging
technology at the leading edge, we can now focus our efforts on building
operating profits. Frank Brick will spearhead these actions and will be
responsible for all operations, including sales, manufacturing, product
development, distribution, and budget control."
Concurrently, Telxon announced that it expects its first half fiscal
year 1997 results to reflect approximately 5% revenue growth and a loss of
approximately $.50 per share. "We see the market changing faster than expected,"
Meyerson stated, "and are acting now to reduce costs across all product lines by
accelerating initiatives to improve manufacturing and operating efficiencies.
Large, focus account customers require lower costs, turning mobile hardware
computing products into commodities, and establishing
Telxon Corporation/Corporate Communications Department
3330 West Market Street/P.O. Box 5582/Akron, Ohio 44334-0582
800-800-8001/Fax (330) 873-2058
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clearly differentiated wireless systems, mobile imaging, and systems integration
as the value added portion of the market."
Frank Brick was formerly President of Telxon International. Prior to
joining Telxon in 1993, he was Chairman and Chief Executive Officer of
Basicomputer Corporation, a $250 million computer integrator and network
services company.
William J. Murphy, formerly President and Chief Operating Officer, a
career sales and marketing executive, will now focus entirely on sales, both
domestic and international as he becomes Senior Executive Vice President for
Telxon Global Sales and Marketing. In the new organization, Brick will report to
Meyerson as will Kenneth W. Haver, Senior Vice President and Chief Financial
Officer; Dr. Yung Fu Chang, Senior Executive Vice President and Chief Scientist;
and David D. Loadman, recently promoted to Senior Vice President Global Wireless
Systems and Advanced R&D.
Meyerson further stated, "We expect that market growth for wireless and
mobile teletransaction systems will continue to be attractive for the
foreseeable future, but all competitors will feel pressure to lower costs in
hand-held products. Telxon has invested heavily in developing and acquiring the
key technologies and system integration capability required for success in the
new markets. Now the company is prepared to drive its cost structure down to
provide a level of price and performance to sustain long-term profitable growth.
The unrecognized value the company has built in Aironet and other technical
subsidiaries can only be enhanced by these improvements. We will continue to
consider strategies in which the value of these investments can be realized by
our shareholders."
Kenneth W. Haver, Senior Vice President and Chief Financial Officer,
added, "Successful implementation of our cost cutting initiatives should allow
Telxon to return to
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double digit sales growth and profitability in the second half sufficient to
produce profits for the full year."
Haver also stated that planned changes are expected to produce positive
operating cash flow for the year. As of March 31, Telxon has a net worth of $161
million and $180 million in working capital.
Management has recommended that Telxon's Board of Directors approve a
repurchase of common stock and convertible bonds.
Other than the historical financial information stated above, this news
release constitutes forward-looking statements that are inherently subject to
risks and uncertainties which could cause Telxon's actual results to differ
materially from the forward-looking statements. The important factors affecting
the realization of those results include, without limitation, general and
industry-specific economic conditions, the company's ability to timely develop,
introduce and gain market acceptance of new and enhanced products, competitive
pressures and rapid technological change, and its ability to identify, acquire
and manage new businesses and technologies while controlling manufacturing and
other costs. Reference should be made to the discussion of these and other
factors affecting Telxon's business and results as included from time to time in
the company's filings with the Securities and Exchange Commission.
Telxon Corporation is a leading global designer and manufacturer of
wireless and mobile transaction solution systems for vertical markets. The
company integrates advanced mobile computing and wireless data communication
technology with a wide array of peripherals, application-specific software and
global technical services for its customers in more than 50 countries around the
world. Telxon's executive, engineering,
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marketing and sales offices are headquartered in Akron, Ohio; its world
manufacturing and domestic customer service facilities are located in Houston,
Texas. Telxon International Division is headquartered in Brussels, Belgium.
Telxon's World Wide Web site address is: http://www.telxon.com.
# # #
For more information:
Alex L. Csiszar
Senior Director, Investor Relations
Telxon Corporation
(330) 873-2961
[email protected]
