SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Filed pursuant to Section 13 or 15(d) of
THE SECURITIES EXCHANGE ACT OF 1934
January 27,1995
Date of Earliest Event Reported
COMDISCO, INC.
(a Delaware Corporation)
6111 North River Road
Rosemont, Illinois 60018
Telephone (708) 698-3000
Commission file number 1-7725
I.R.S. Employer Identification Number 36-2687938
Item 5. Other Events
On January 27, 1995, Comdisco, Inc. announced that through its wholly-owned
subsidiary, Computer Discount Corporation, it has repurchased 1,100,000
shares of its common stock from the estate of Kenneth N. Pontikes and
related trusts. The aggregate puchase price for the 1,100,000 shares is
$25,994,375, or $23.625 per share.
Item 7. Financial Statements and Exhibits
(c). Exhibits
99. Press Release annoucing the repurchase of common stock.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this Current Report on Form 8-K to be signed on
its behalf by the undersigned hereunto duly authorized.
COMDISCO, INC.
Date: July 28, 1994 by: /s/ John J. Vosicky
John J. Vosicky
Executive Vice President,
Chief Financial Officer and Treasurer
For Immediate Release
Contact: Mary Moster
708/518-5147
Comdisco, Inc. Announces Repurchase of $26 Million
of Common Stock from Estate of Kenneth N. Pontikes;
Authorizes Additional $25 Million Stock Repurchase Program
Rosemont, Illinois, January 27, 1995: Comdisco, Inc. announced today
that through its wholly-owned subsidiary, Computer Discount Corporation,
it has repurchased 1,100,000 shares of its common stock from the estate
of Kenneth N. Pontikes and related trusts. The aggregate purchase price
for the 1,100,000 shares is $25,994,375, or $23.625 per share. This
represents a negotiated 5% discount from the closing price of the
company's common stock on January 26, 1995. The company said that
the Pontikes Trust and estate had informed the company that the purpose
of the sale was to raise funds to discharge liabilities of the estate of
Kenneth N. Pontikes and the Trust, which includes the payment of federal
estate tax. Mr. Pontikes, the company's former chairman, CEO and founder,
died in June 1994.
After giving effect to the repurchase, the company has approximately
35.2 million shares of common stock outstanding, and the estate of
Kenneth N. Pontikes and related entities continue to hold 8,104,448
shares of common stock, representing approximately 23% of the outstanding
common shares.
The repurchase was approved unanimously by the company's board of
directors, other than Nicholas K. Pontikes, who, as executor of the
estate and the trustee of the trust, did not participate in the decision
on behalf of the company. Prior to making its decision, the board
received the opinion of Salomon Brothers Inc., a nationally-recognized
investment banking firm, that the repurchase is fair, from a financial
point of view, to the company.
"The repurchase of these shares from Kenneth Pontikes' Estate and
Trust at an attractive price is an excellent opportunity to enhance value
for our shareholders and fits in well with our ongoing share repurchase
program," said Jack Slevin, president and chief executive officer of
Comdisco, Inc.
The company also announced that the board of directors authorized an
additional expenditure of up to $25 million to purchase shares of the
company's currently outstanding common and/or preferred stock or
other debt securities of the company. Any future purchases would depend
on market and other conditions and would be made in the open market or
otherwise at such prices as the company may from time to time approve.
Comdisco (NYSE:CDO) is one of the world's leading providers of
solutions that help organizations reduce technology cost and risk. These
services include equipment leasing and remarketing; business continuity
and related consulting services; systems integration; asset management
tools and services; and more. Comdisco's revenue totalled $2.1
billion for fiscal year 1994, ended September 30, 1994.
