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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):August 9, 1996 (August 8, 1996)
COMPTRONIX CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 0-17743 63-0860282
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
Three Maryland Farms, Suite 140, Nashville, Tennessee 37027
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (615) 377-3330
Not Applicable
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(Former name or former address, if changed since last report)
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Item 3. Bankruptcy or Receivership.
________________________________________________________________________________
On August 8, 1996, Comptronix Corporation (the "Registrant") filed a
petition for reorganization under Chapter 11 of the United States Bankruptcy
Code, in the United States Bankruptcy Court for the Middle District of
Tennessee, Case Number 396-06840. The Registrant is managing its business as
debtor-in-possession. See the Press Release, dated August 9, 1996, filed as
Exhibit 99 hereto and incorporated herein by reference.
2
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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.
COMPTRONIX CORPORATION
Date: August 9, 1996 By: /s/ E. Townes Duncan
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E. Townes Duncan
Chairman of the Board
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EXHIBIT INDEX
Item Description
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99 Press Release dated August 9, 1996
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EXHIBIT 99
COMPTRONIX CORPORATION
NEWS RELEASE
Contact: E. Townes Duncan Joseph G.Andersen
Chief Executive Officer Chief Financial Officer
(205) 582-1810 (205) 582-1820
COMPTRONIX CORPORATION FILES FOR
CHAPTER 11; REPORTS SECOND QUARTER RESULTS
BRENTWOOD, Tenn. (August 9, 1996) -- Comptronix Corporation (OTC Bulletin
Board:CMPX) today announced it has filed for protection under Chapter 11 of the
Bankruptcy Code. The Company has been unable to reach agreement with its
principal lender on terms for continued lending and a waiver of covenants in
its current credit agreement for the Company's second quarter performance;
however, the Company said that it has reached an agreement with its principal
lender, The CIT Group, which will allow the Company to use its cash from
operations to fund its business.
E. Townes Duncan, Chairman and Chief Executive Officer, said, "The
decision to file under Chapter 11 was a difficult one. We were forced to take
this action as a result of difficult business conditions in the second quarter
and our inability to reach an agreement with our principal lender on terms for
continued lending or obtain a waiver of financial performance covenants from
our principal lender. We have concluded that the best way to protect the value
of the Company and its business is to proceed with the protection of the Court.
Chapter 11 allows us to continue operating while we consider all our strategic
alternatives, including a sale of the Company, and develop a restructuring
plan."
The Company also reported a net loss of $3.5 million for the second
quarter ended June 30, 1996. Accrued preferred dividends payable in kind for
the second quarter were $0.3 million; and the total net loss for the quarter
amounted to $3.8 million, or $0.29 per share, compared with a net loss,
including preferred dividends, of $1.9 million, or $0.14 per share, for the
second quarter of 1995. Sales for the 1996 second quarter totaled $17.8
million compared with $22.8 million for the second quarter of 1995.
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Three Maryland Farms, Suite 140 - Brentwood, Tennessee 37027 - (615) 377-3330
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CMPX Files for Chapter 11
Page 2
August 9, 1996
For the six months ended June 30, 1996, the Company reported a net
loss, including preferred dividends, of $5.6 million, or $0.42 per share,
compared with a net loss, including preferred dividends, of $2.0 million, or
$0.16 per share, for the six months ended July 2, 1995. Sales for the first
half of 1996 were $41.3 million compared with $50.2 million for the first half
of 1995.
Commenting on the second quarter results, Mr. Duncan said, "As we
previously reported, several large customers in the telecommunications industry
reduced their production schedules for the second quarter of 1996 citing the
need to reduce their finished goods inventory levels. This reduction was even
more significant than expected and was the principal factor in the decline in
sales in the second quarter. Revenues for the second quarter of 1996 decreased
24% compared with the first quarter of 1996. We had anticipated an increase
in shipments to these customers for the second half of 1996, but shipment
levels have continued at second quarter levels to date; and we are unable to
forecast with confidence when demand from these customers will increase.
During the next several months, our focus will remain on reducing overhead and
other costs to match the Company's anticipated level of sales while maintaining
the resources necessary to continue to provide responsive, high quality
manufacturing services to our customers."
Comptronix Corporation provides contract manufacturing services to
original equipment manufacturers in the electronics industry at its ISO 9002
registered facilities in Guntersville, Alabama, and at its Empalme, Sonora,
Mexico, facility. It specializes in assembling printed circuit boards and
system level "Box Build" products, as well as providing engineering, order
fulfillment and other services, for customers requiring strict quality control
and prompt, responsive service.
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CMPX Files for Chapter 11
Page 3
August 9, 1996
COMPTRONIX CORPORATION
FINANCIAL HIGHLIGHTS
(In thousands, except per share data)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
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JUNE 30, JULY 2,
1996 1995
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<S> <C> <C>
Net sales $17,768 $22,737
Gross profit (loss) $(1,009) $ 1,262
Marketing, general and administrative expenses $ 1,544 $ 1,798
Interest expense, net 952 938
Other expense 19 125
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Net loss from operations (3,524) (1,599)
Dividend in kind on Preferred Stock 295 277
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Net loss applicable to Common Stock $(3,819) $(1,876)
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Net loss per common share $ (0.29) $ (0.14)
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Weighted average common shares 13,298 13,263
</TABLE>
<TABLE>
<CAPTION>
SIX MONTHS ENDED
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JUNE 30, JULY 2,
1996 1995
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<S> <C> <C>
Net sales $41,265 $50,240
Gross profit $ 203 $ 3,490
Marketing, general and administrative expenses $ 3,007 $ 3,153
Interest expense, net 1,967 1,931
Other expense 251 (69)
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Net loss from operations (5,022) (1,525)
Dividend in kind on Preferred Stock 586 512
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Net loss applicable to Common Stock $(5,608) $(2,037)
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Net loss per common share $ (0.42) $ (0.16)
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Weighted average common shares 13,298 12,975
</TABLE>
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