<PAGE> 1
================================================================================
FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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 28, 1998
Commission File No.: 0-14685
GENICOM CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 51 - 0271821
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
14800 CONFERENCE CENTER DRIVE
SUITE 400, WESTFIELDS
CHANTILLY, VIRGINIA 20151
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (703) 802-9200
================================================================================
<PAGE> 2
GENICOM CORPORATION AND SUBSIDIARIES
FORM 8-K
Item 5. Other Items
(a) Fourth Amendment to Amended and Restated Credit
Agreement and Waiver:
On July 2, 1998, the Company and its banks amended
the credit agreement with NationsBank of Texas, N.A.,
as agent for the group of banks. The amendment
adjusts the Company's required financial covenants,
limits capital expenditures to a maximum of $27
million for 1998, adjusts the borrowing base
percentages allowing the Company increased borrowing
ability and adjusts the interest rate upwards 1.50%
on the incremental increased borrowing against the
higher base.
(b) Arbitration Between Atlantic Design Company, Inc.,
Ogden Services Corporation and GENICOM Corporation:
On July 4, 1998, the Company, Atlantic Design
Company, Inc. ("ADC") and Ogden Services Corporation
settled the arbitration proceeding described in the
Company's prior SEC filings. Primary settlement terms
include settlement of all claims and counterclaims in
the arbitration, a $2.1 million payment to ADC for
which the Company was fully reserved, a price
increase effective for shipments after August 15,
1998, and a guarantee of orders for one year. ADC is
continuing as a supplier for the Company.
(c) Goodwill Write-Off:
Based upon recent review of long-lived assets, the
Company determined that the value of goodwill
associated with the acquisitions of Centronics,
Printer Systems Corporation and Harris Adacom was
impaired. In accordance with FAS 121, during the
second fiscal quarter of 1998, the Company took a
pre-tax charge associated with this impairment of
approximately $15 million.
Item 7. Exhibits
99.1 Press release dated July 7, 1998
99.2 Press release dated July 7, 1998
<PAGE> 3
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 thereunto duly authorized.
GENICOM Corporation
-------------------------------------------
Registrant
Date: July 8, 1998
/s/James C. Gale
-------------------------------------------
Signature
James C. Gale
Senior Vice President Finance and Chief
Financial Officer
(Mr. Gale is Chief Financial Officer and
has been duly authorized to sign on behalf
of the Registrant)
<PAGE> 1
FOR FURTHER INFORMATION: Exhibit 99.1
James C. Gale
Senior Vice President Finance and CFO
(703) 802-9259
FOR IMMEDIATE RELEASE
================================================================================
GENICOM TAKES ONE-TIME CHARGE FOR GOODWILL
Chantilly, VA. - - July 7, 1998 - - GENICOM Corporation (Nasdaq:GECM) today
announced that it has taken a one-time pre-tax charge in the second quarter of
approximately $15 million associated with goodwill related to its past
acquisitions of Centronics, Harris Adacom and Printer Systems. After review, it
has been determined that the value of this goodwill has been diminished.
Concurrently, the Company also announced that it has amended its credit
agreement with NationsBank of Texas, N.A., as agent for a group of banks. The
amendment changes GENICOM's financial covenants and increases its borrowing
ability against its $125 million credit facility.
The statements contained in this release which are not historical facts are
forward looking statements that involve risks and uncertainties which are
detailed in the Company's Securities and Exchange Commission filings.
GENICOM Corporation is a global provider of information technology service and
printer solutions for the client/server environment. The Enterprising Service
Solutions company (ESSC) provides professional services, help desk/technical
support, logistics management and on-site and off-site maintenance support. The
Document Solutions company (DSC) designs and markets a wide range of computer
printer technologies for general purpose applications. In addition, GENICOM is a
leader in travel industry products and is the exclusive provider of
Digital-branded printer solutions worldwide. GENICOM is headquartered within
metropolitan Washington, D.C.
<PAGE> 1
FOR FURTHER INFORMATION: Exhibit 99.2
Hal McIlroy
Chief Operating Officer
Document Solutions Company
GENICOM Corporation
(703) 802-9207
FOR IMMEDIATE RELEASE
================================================================================
GENICOM SETTLES ARBITRATION DISPUTE
Chantilly, VA. - - July 7, 1998 - - GENICOM Corporation (Nasdaq:GECM) today
announced that its arbitration with Ogden Services Corporation and Atlantic
Design Company, Inc., has been settled. This settlement is not expected to have
a material effect on earnings. Atlantic Design will continue as GENICOM's
supplier for the products currently sourced through this relationship.
The statements contained in this release which are not historical facts are
forward looking statements that involve risks and uncertainties which are
detailed in the Company's Securities and Exchange Commission filings.
GENICOM Corporation is a global provider of information technology service and
printer solutions for the client/server environment. The Enterprising Service
Solutions company (ESSC) provides professional services, help desk/technical
support, logistics management and on-site and off-site maintenance support. The
Document Solutions company (DSC) designs and markets a wide range of computer
printer technologies for general purpose applications. In addition, GENICOM is a
leader in travel industry products and is the exclusive provider of
Digital-branded printer solutions worldwide. GENICOM is headquartered within
metropolitan Washington, D.C.
