IMAGYN MEDICAL TECHNOLOGIES INC
8-K, 1999-05-03
SURGICAL & MEDICAL INSTRUMENTS & APPARATUS
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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 and Exchange Act of 1934

                         Date of Report: April 30, 1999


                        IMAGYN MEDICAL TECHNOLOGIES, INC.
- --------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its charter)


                                    DELAWARE
- -------------------------------------------------------------------------------
                 (State or other jurisdiction of incorporation)

          1-111150                               98-0122944
         -----------                         ---------------------
         (Commission                            (IRS Employer
         file number)                        Identification Number)


                            5 CIVIC PLAZA, SUITE 100
                         NEWPORT BEACH, CALIFORNIA 92660
- -------------------------------------------------------------------------------
               (Address of principal executive offices) (zip code)


                                 (949) 720-8800
- -------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)



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ITEM 5. OTHER EVENTS.

        The information set forth in the Registrant's news release dated April
30, 1999 is incorporated herein by reference.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

        (c)     Exhibits

                99.1 -- Text of Press Release dated April 30, 1999.



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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.

                                               Imagyn Medical Technologies, Inc.

Date:  April 30, 1999                          By: /s/ Michael A. Montevideo
                                               --------------------------------
                                                    Michael A. Montevideo
                                                    Senior Vice President and
                                                    Chief Financial Officer


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                                INDEX TO EXHIBITS


            EXHIBIT                    DESCRIPTION
            -------                    -----------
            99.1           Text of Press Release dated April 30, 1999


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                                         For: IMAGYN Medical Technologies, Inc.

                                     Contact: Charles A. Laverty
                                              Chairman & Chief Executive Officer
                                              Michael Montevideo
                                              Chief Financial Officer
                                              IMAGYN Medical Technologies, Inc.
                                              (714) 668-5858

                          Investor Relations: Edward Nebb/Lisa Gibson
                                              BSMG Worldwide
                                              212-445-8000

FOR IMMEDIATE RELEASE
- ---------------------


                  IMAGYN MEDICAL TECHNOLOGIES, INC. COMMENTS ON
                          OUTSTANDING INTEREST PAYMENTS

        NEWPORT BEACH, CA, APRIL 30, 1999 - IMAGYN MEDICAL TECHNOLOGIES, INC.
(OTC/BB:IMTI) today commented that it did not pay before the end of the April
30th grace period, the scheduled April 1, 1999 interest payment on its $110
million 12 1/2% Senior Subordinated Notes. In addition, the Company stated that
it also did not pay the approximately $2.1 million of accrued interest on the
Company's $50 million Convertible Subordinated Debentures also due as a result
of an extension, on April 30, 1999.

        Imagyn continues to work with its financial advisor BT Alex. Brown Inc.
to explore available alternatives with respect to a possible reorganization,
restructuring or recapitalization of the Company. The Company is in discussions
with its current lenders to find other liquidity solutions.

        The Company stated that under the terms of the governing indenture and
the Company's Senior Secured credit agreement, the indenture trustees, the
holders of the Notes and Debentures, and the Company's senior debt lenders will
have the right to declare the $110 million principal amount of the Notes, the
$50 million principal amount of the Convertible Subordinated Debentures and
approximately $47.5 million principal amount of the senior debt together with
accrued and unpaid interest, immediately due and payable. If the above
obligations are accelerated, the Company's business will be materially and
adversely impacted, and as a result, it may be forced to seek protection under
federal bankruptcy laws.

        Imagyn Medical Technologies, Inc. is a designer, manufacturer and
marketer of urological, gynecological and general surgery medical products for
the health care market.

THIS PRESS RELEASE CONTAINS FORWARD-LOOKING STATEMENTS THAT INVOLVE RISKS AND
UNCERTAINTIES. SUCH STATEMENTS ARE BASED ON MANAGEMENT'S CURRENT EXPECTATIONS
AND ARE SUBJECT TO A NUMBER OF UNCERTAINTIES AND RISKS THAT COULD CAUSE RESULTS
TO DIFFER MATERIALLY FROM THOSE DESCRIBED IN THE FORWARD-LOOKING STATEMENTS.
FACTORS THAT MAY CAUSE SUCH DIFFERENCES INCLUDE, BUT ARE NOT LIMITED TO, THOSE
DESCRIBED IN THE COMPANY'S ANNUAL REPORT ON FORM 10-K FOR THE FISCAL YEAR ENDED
MARCH 31, 1998.

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