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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): January 27, 1999
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) 664-1000
Not applicable
(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
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ITEM 5. OTHER EVENTS.
On January 27, 1999, Telxon Corporation (the Company") issued a press
release (the "January Release") announcing that its financial results for the
third quarter, ended December 31, 1998, of its 1999 fiscal year, and the
restated results for the fiscal year 1999 second quarter, ended September 30,
1998, the need for which restatement was announced in a press release made by
the Company on December 11, 1998 (the "December Release") previously filed under
cover of a Form 8-K of that same date, had been rescheduled to mid-February. The
January Release also updates certain of the information contained in the
December Release concerning the Company's expectations for the fiscal 1999 third
and fourth quarters and the full year, stating that revenues are expected to be
under $100 million with less than targeted gross margins in the third quarter
and below prior year levels for the full year, and that a loss is expected for
the fourth quarter and the full year.
A copy of the January Release discussing the above and certain related
matters is included as Exhibit 99 to this Current Report on Form 8-K and
incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
99 Press Release issued by the registrant on January 27,
1999.
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: January 28, 1999 By: /s/ Kenneth W. Haver
--------------------
Kenneth W. Haver
Senior Vice President and
Chief Financial Officer
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EXHIBIT 99
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[TELXON LOGO]
NEWS RELEASE
TELXON RESCHEDULES RELEASE OF Q3 EARNINGS
AKRON, OHIO, January 27, 1999 - - Telxon Corporation (Nasdaq-NNM: TLXN)
announced today that it has rescheduled the release of its fiscal 1999 third
quarter earnings to mid-February.
The Audit Committee of the Board of Directors and management have
been working closely with the company's outside auditors, PricewaterhouseCoopers
LLP, to review certain judgmental accounting matters. The Q3 results, along with
the restated Q2 results, will be issued upon completion of that review. These
review activities follow the company's previously announced restatement of
second quarter earnings.
Telxon also announced today that preliminary Q3 results are below
what was previously expected. Third quarter revenues are anticipated to be under
$100 million, and gross margins will be below targets. Fiscal 1999 revenues are
expected to be below prior year levels, and the company is expected to incur a
loss in Q4 and for the full fiscal year. Management is undertaking a number of
operating review initiatives to address the decline in operating results.
Telxon Corporation is a leading global designer and manufacturer of
wireless and mobile information 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
customer services for its customers in more than 60 countries. Telxon's website
address is: http://www.telxon.com.
This news release constitutes forward-looking statements that are
inherently subject to risks and uncertainties that 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,
the levels of demand for the company's products and of customers' commitments of
resources to information technology investments, the company's ability to
identify and implement appropriate cost reduction, efficiency and other
operating improvement strategies, and the final outcome of the review of
accounting matters by the company's outside auditors, as well as general and
industry-specific economic conditions, competitive pressures and rapid
technological change. Reference should be made to the discussion of various
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/3330 West Market Street/P.O. Box 5582/Akron, Ohio 44334-0582
800.800.8001/Fax 330.664.2058/www.telxon.com
# # #
For corporate information:
Alex Csiszar
Vice President, Investor Relations
Telxon Corporation
(330) 664-2961
