POMEROY COMPUTER RESOURCES INC
8-K, 1996-10-25
COMPUTERS & PERIPHERAL EQUIPMENT & SOFTWARE
Previous: NAVISTAR FINANCIAL RETAIL RECEIVABLES CORPORATION, 424B5, 1996-10-25
Next: FIRST FUNDS, 485BPOS, 1996-10-25




                         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): October 11, 1996

                          POMEROY COMPUTER RESOURCES, INC.
                          ________________________________
 
               (Exact name of registrant as specified in its charter)

       Delaware                           0-20022          31-1227808
       ________                           _______          __________  
       (State or other jurisdiction     (Commission       (IRS Employer
        of incorporation)                file number)     Identification No.)


                       1020 Petersburg Road, Hebron, KY 41048
                       ______________________________________
                      (Address of principal executive offices)

          Registrant's telephone number, including area code (606)586-0600
                                                             _____________ 

<PAGE>

       Item 1.   Changes in Control of Registrant
                 ________________________________                     
                 Not Applicable

       Item 2.   Acquisition or Disposition of Assets
                 ____________________________________

                 On October 11, 1996,  Pomeroy Computer Resources, Inc.  (the
                 "Company" ) acquired  substantially all  of the  assets  and
                 assumed   substantially   all   of   the   liabilities    of
                 Communications Technology, Inc., d/b/a  DILAN ( "DILAN"),  a
                 privately held network integrator headquartered in  Hickory,
                 North  Carolina.  The  principal  assets  acquired  included
                 accounts  receivable,  inventory   and  net  equipment   and
                 leasehold improvements, which will continue to be used as at
                 present. The purchase price, which was determined based on a
                 multiple of DILAN's fiscal 1996 earnings before interest and
                 taxes, consisted of  $2.6 million  in cash,  a $1.1  million
                 note and $5.2 million  of assumed liabilities. The  purchase
                 price is subject  to adjustment based  on DILAN's  operating
                 income  for  the  fiscal  year  ended  April  5,  1997.  The
                 acquisition  will  be  accounted  for  as  a  purchase,  and
                 accordingly the purchase price  will be allocated to  assets
                 and liabilities based  on their  estimated value  as of  the
                 date of  acquisition. The  cash used  to acquire  DILAN  was
                 provided by  short-term  borrowings  through  the  Company's
                 revolving credit agreement with Star Bank, NA. Neither DILAN
                 nor any of  its officers or  directors were affiliated  with
                 the Company.

       Item 3.   Bankruptcy or Receivership
                 __________________________ 

                 Not Applicable

       Item 4.   Changes in Registrant's Certifying Accountant
                 _____________________________________________

                 Not Applicable

       Item 5.   Other Events
                 ____________

                 Not Applicable

<PAGE>

       Item 6.   Resignations of Registrant's Directors
                 ______________________________________ 

                 Not Applicable

       Item 7.   Financial Statements and Exhibits
                 _________________________________

            (a) Financial statements of business acquired

                 Not Applicable

            (b) Pro forma financial information

                 Not Applicable

            (c) Exhibits

                 Not Applicable

       Item 8.   Change in Fiscal Year
                 _____________________

                 Not Applicable



                                     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.

                                          POMEROY COMPUTER RESOURCES, INC. 
                                          ________________________________   
       Date: October 24, 1996             By: /s/ Edwin S. Weinstein
                                          Edwin S. Weinstein,  Chief
                                          Financial Officer



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission