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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): September 13, 1995
REXON INCORPORATED
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(Exact name of Registrant as specified in its charter.)
Delaware 2-76563 95-3280670
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification
incorporation) Number)
One Progress Plaza, Suite 2110, St. Petersburg, Florida 33701
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (813) 896-9609
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REXON INCORPORATED
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REPORT ON
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FORM 8-K
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SEPTEMBER 13, 1995
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ITEM 3. BANKRUPTCY OR RECEIVERSHIP.
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On September 13, 1995, Rexon Incorporated (the "Company")
filed a voluntary Petition for Relief under the provisions of Chapter 11 of the
U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the District of Colorado
(Bankruptcy Case No. 95-19439 CEM). The voluntary Petition allows the Company
to remain as debtor-in-possession of its assets and business while being
subject to the supervision and orders of the Bankruptcy Court for certain
transactions or actions.
The Company's wholly-owned subsidiary, Rexon/Tecmar, Inc.,
also filed a voluntary Petition for Relief under the provisions of Chapter 11
of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the District of
Colorado (Bankruptcy Case No. 95-19438 PAC). The two bankruptcy cases are
being jointly administered under Case No. 95-19438 PAC.
Copies of these bankruptcy files are available from the
Company upon written request to Rexon Incorporated, 1900 Pike Road, Suite 3,
Longmont, Colorado 80501, Attention: Chief Financial Officer.
The Company is required to file certain financial statements
as of the bankruptcy filing date on or before October 16, 1995.
The Company has also received notice from the National
Association of Securities Dealers ("NASD") that it currently is not in
compliance with NASD's Bylaws which require, among other things, that the
Company provide NASDAQ with financial statements, including a balance sheet and
income statement as of the date of the Company's bankruptcy filing. In
addition, in order to remain listed on the NASDAQ National Market System, the
Company must satisfy a certain threshold of net tangible assets and the minimum
bid price for the Company's stock must equal at least $1. The Company has
requested an extension to comply with these requirements. The Company may have
difficulty satisfying some of these requirements and, if it is unsuccessful,
its shares may be delisted from the National Market System.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
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(c) EXHIBITS.
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99.1 Press Release, dated September 13, 1995.
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SIGNATURES
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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, thereunto duly authorized.
DATED: October 6, 1995
REXON INCORPORATED
By /s/ Irvin R. Reuling
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Irvin R. Reuling
Chief Financial Officer
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Exhibit 99.1
REXON ANNOUNCES CHAPTER 11 FILING
DENVER, CO., SEPTEMBER 13, 1995, REXON Inc. (NASDAQ/REXNQ), announced today
that it has filed a voluntary petition for relief under the provisions of
Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the
District of Colorado. The filing is intended to allow the Company to
restructure its financial obligations through a plan of reorganization.
The Company has been seeking to raise needed working capital through
additional debt and/or equity financings. Despite REXON's best efforts, it has
been unable to complete such new financing or obtain a new credit line with
more favorable terms before today's filing. Due to its shortage of working
capital and inability to obtain new debt or equity financing, REXON's Board of
Directors determined that a Chapter 11 filing was the alternative that would
allow the Company to continue in business and would be in the best interests of
its customers, creditors, shareholders, and employees.
REXON is currently considering debtor-in-possession financing proposals
received by the Company and is in the process of selecting which proposal, if
any, will be submitted for bankruptcy approval. This positive development
should allow the Company to maintain its present business and give it an
opportunity to increase revenues and return to profitability. A hearing is
expected to be scheduled next week for the court's approval of a proposed
financing.
The bankruptcy filing is limited to REXON Incorporated, the U.S. parent
corporation, and its REXON/Tecmar, Inc. subsidiary. REXON's foreign
subsidiary, REXON Singapore, Pte. Ltd., intends to resume its manufacturing
operations, with a minimum of disruption and impediments.
Robert C. Genesi, Chairman and CEO, stated "Our decision to seek
protection under Chapter 11 was a very difficult one. We have made every
reasonable effort to complete a $10 million financing which, if successful,
would have given us the opportunity to take advantage of what we felt were good
business prospects going forward. However, despite those efforts (which
included the sale of the Company's real estate in Solon, Ohio), the Company
could not complete the financing within the time available to us."
Mr. Genesi added "While we obviously preferred to avoid this bankruptcy
filing, we believe that in the long term, this filing will benefit our
financial situation and allow us to begin to resume our routine operations with
a minimum of disruption. The new requested line of credit will facilitate full
payment to all suppliers for goods and services that we receive after today's
filing. We intend to promptly begin the preparation of a reorganization plan
which will be designed to strengthen REXON as a viable going concern while also
maximizing recovery for our creditors, vendors, and shareholders. The
continued strong support being shown by our customers and creditors at this
time is very much appreciated and we fully believe we will be able to fulfill
their trust and confidence."
The Company also announced that Henry E. Oberle, President, COO, and a
director (who was located at the sold Ohio facility), and Kanwal Rekhi, an
independent director, have recently resigned their positions with the Company
to pursue personal projects and other interests.
REXON Inc. is a publicly owned company dedicated to data storage and
systems for the computer industry. It offers Wangtek 1/4 inch cartridge (QIC)
and Digital Audio Tape (DAT) drive product. Tecmar brand solutions include
QICVault, DATaVault, ProLine and ProLine CX. Multimedia products are marketed
under the Tecmar brand to major OEM's and Distributors.
(REXNQ/NASDAQ)
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