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UNITED STATES
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) MARCH 12, 1997
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GALILEO CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 04-2526583
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
0-11309
(Commission File Number)
GALILEO PARK, P.O. BOX 550, STURBRIDGE, MASSACHUSETTS 01566
(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code (508) 347-9191
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(Former name or former address, if changed since last report)
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Item 5. Other Events
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The Registrant announced its plan for reorganizing and redeploying its
resources in response to the loss of its largest customer, Xerox
Corporation, as reported in its press release dated February 12, 1997,
and in its SEC Form 10-Q filing dated February 13, 1997. In connection
with the reorganization, the Registrant expects to record a charge for
the quarter ending March 31, 1997, of at least $6.8 million or $1.00 per
share. The highlights of the reorganization plan are described further
in the Registrant's press release dated March 12, 1997, which is
included in this filing as Exhibit 99.1.
Item 7. Financial Statements and Exhibits
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c) Exhibits
99.1 Press Release dated March 12, 1997
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SIGNATURE
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.
GALILEO CORPORATION
Date: March 14, 1997 By: /s/ Josef W. Rokus
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Josef W. Rokus
Vice President, Corporate Development
and Secretary
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EXHIBIT INDEX
Exhibit No.
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99.1 Press Release dated March 12, 1997
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Exhibit 99.1
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GALILEO NEWS
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FROM: DAVID MANDY JOHN CHUHRAN, MEDIA CONSULTANT
PORTER, LE VAY & ROSE, INC. PORTER, LE VAY & ROSE, INC.
(212) 564-4700 (212) 564-4700
COMPANY GREG RIEDEL, CHIEF FINANCIAL OFFICER
CONTACT (508) 347-4222
FOR IMMEDIATE RELEASE
GALILEO ANNOUNCES REORGANIZATION PLAN
STURBRIDGE, MA, MARCH 12 -- Galileo Corporation (NASDAQ, NM:GAEO), today
announced its plan for reorganizing and redeploying Company resources in
response to the loss of its largest customer, Xerox Corporation as reported in
its press release dated February 12, 1997. As previously reported, the loss of
the Xerox business will have a material adverse impact on the Company's
financial performance for at least the remainder of fiscal 1997 and will likely
result in operating losses for the year.
The Company has completed a reduction in force of 39 employees, or 16% of
total employees resulting in an annualized savings of $1.3 million. In
addition, certain significant discretionary expenditures, originally planned to
support higher operating levels, have been either postponed or eliminated.
-more-
Galileo Corporation Galileo Park P.O. Box 550 Sturbridge, MA 01566 USA
TEL. (508) 347-9191 FAX (508) 347-3849
World Wide Web Site: http://www.galileocorp.com
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In connection with the reorganization, the Company expects to record a
charge for the three months ending March 31, 1997, of at least $6.8 million, or
at least $1.00 per share. The vast majority of the charge will be non-cash and
relates to reductions in inventory, plant and equipment and other assets. The
charge also includes provisions for severance and other obligations offset by a
credit due to the curtailment of related pension benefits.
William T. Hanley, President and Chief Executive Officer, said, "We
believe we've taken appropriate measures to reorganize the Company after giving
consideration to the lost Xerox business and the opportunities present in our
developing businesses. Our plan redeploys significant resources within the
Company responding to continued strong demand for our medical products."
He added, "We believe that our strategy of diversification into both
medical and telecommunication products provides a strong foundation for future
growth. We also believe that our balance sheet, particularly with its
significant cash balances, provides the potential to realize our strategy. From
the anticipated growth in our Medical Products Group and the continued health
of our Scientific Detector Products Group we believe that we will return to
profitability in the first calendar quarter of 1998. Our recent acquisition of
C.R. Bard, Inc.'s Sani-Spec(TM) business, the subject of our press release
dated March 3, 1997, will be accretive to earnings immediately and an integral
component in achieving this objective."
Galileo Corporation develops, manufactures, and markets products based on
its core fiberoptics and electro-optics technologies for applications in
medical products and instruments,
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telecommunication products, analytical detector instruments, and office
equipment. Galileo markets its products to OEMs, through marketing partners,
and direct to end-users. Leisegang Medical, a wholly-owned subsidiary,
develops, manufactures and markets women's health-related medical products.
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1997