SOLA INTERNATIONAL INC
8-K, 2000-04-12
OPHTHALMIC GOODS
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                                  UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549

                                    FORM 8-K

                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


        Date of Report (Date of earliest event reported): March 30, 2000


                             SOLA INTERNATIONAL INC.

             (Exact name of registrant as specified in its charter)


                                     1-13606
                            (Commission File Number)

            DELAWARE                                      94-3189941
(State or other jurisdiction of             (I.R.S. employer identification no.)
incorporation or organization)




              2420 SAND HILL ROAD, SUITE 200, MENLO PARK, CA 94025
                    (Address of principal executive offices)
                                   (zip code)


                                 (650) 324-6868
              (Registrant's telephone number, including area code)


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<PAGE>

Item 5.  Other Items

     The Board of Directors of Sola  International Inc. has appointed Mr. Jeremy
C. Bishop to succeed Mr. John E. Heine as President and Chief Executive Officer.
Mr. Bishop will serve on the Company's Board of Directors and his appointment is
effective March 30, 2000. See attached Exhibit announcing the appointment.


Item 6.  Exhibits

Exhibit Number                    Description                        Page Number
- --------------                    -----------                        -----------

       1.1           Sola International Inc. press release
                              dated March 30, 2000                        4


                                        2

<PAGE>

                                    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 thereunto duly authorized.

                                              Sola International Inc.
                                              (Registrant)











Dated:  March 30, 2000                        By:  /s/ Steven M. Neil
      ----------------                           ------------------------------
                                              Steven M. Neil
                                              Executive Vice President and Chief
                                              Financial Officer


                                        3

<PAGE>

Exhibit 1.1

        For Immediate Release

                                                Contact: Jeff Cartwright
                                                   Director, Investor Relations
                                                   Phone: 650-324-6874


                       Sola International Appoints New CEO

MENLO  PARK,  CA March 29, 2000 -- Sola  International  Inc.  (NYSE:  SOL) today
announced  that its Board of Directors has appointed  Jeremy C. Bishop to be the
company's  president and chief  executive  officer,  replacing John E. Heine who
announced  in  January  2000 he would  step  down as CEO upon  appointment  of a
successor. Mr. Bishop has also been elected to the company's board of directors.

Mr. Bishop,  49, has over thirty years of global optical industry  experience in
both  retailing and  manufacturing.  Most recently he has served as president of
American Optical ("AO"),  a position he has held since Sola's  acquisition of AO
in June  1996.  Mr.  Bishop  joined AO in  November  1990 as vice  president  of
European operations.  AO is an international  supplier of ophthalmic lenses with
operations located in 13 countries and revenues of over $110 million.  Since the
purchase  of AO in June  1996,  under Mr.  Bishop's  leadership,  revenues  have
increased  at a  compounded  annual  growth rate in excess of 10 percent,  while
profits have almost doubled.

"We are extremely  pleased with the  appointment of Jeremy Bishop as the new CEO
of Sola," said Irving S. Shapiro,  Sola's chairman.  "Jeremy brings a broad base
of  management  and optical  industry  experience to the position and is ideally
suited to successfully  lead Sola. In addition,  as the head of AO, he has had a
well-demonstrated  record of profitably developing,  manufacturing and selling a
broad  range of  eyeglass  lens  products,  as most  recently  evidenced  by the
successful introduction of the AO Compact progressive lens."

"I  appreciate  the  confidence  the board of directors has placed in me to lead
Sola,"  said Mr.  Bishop.  "Sola is a leader  in the  worldwide  spectacle  lens
industry and I look  forward to  strengthening  the  company's  efficiency  as a
manufacturer  and its  effectiveness  as a marketer  of lenses.  My initial  and
immediate  focus will be working with Sola's strong and  experienced  management
team  on  those  actions   necessary  to  restore  the   company's   growth  and
profitability."


                                        4

<PAGE>

Sola International  Inc. designs,  manufactures and distributes a broad range of
eyeglass lenses,  primarily focusing on the faster-growing  plastic lens segment
of the  global  lens  market,  and  particularly  on  higher-margin  value-added
products.  SOLA's strong global presence includes manufacturing and distribution
sites in three major regions: North America, Europe and Rest of World (primarily
Australia,  Asia and South  America)  and  approximately  7,000  employees in 30
countries  servicing  customers  in over 50 markets  worldwide.  For  additional
information, visit the company's web site at www.sola.com.

This press release  includes  forward-looking  statements  within the meaning of
Section  21E of  the  Securities  Exchange  Act of  1934,  including  statements
relating to the  Company's  potential  growth  prospects.  Such  forward-looking
statements  are subject to various  risks and  uncertainties,  many of which are
beyond the control of the Company.  Actual results could differ  materially from
the  forward-looking  statements as a result of, among other things,  the highly
competitive nature of the eyeglass lens and coating industry; the Company's need
to develop new  products;  potential  adverse  developments  in the domestic and
foreign economic and political  environment,  including exchange rates,  tariffs
and other trade barriers and  potentially  adverse tax  consequences;  potential
difficulties in staffing and managing foreign operations;  and the other factors
described in Exhibit 99.1 of the  Company's  Form 10-K for the fiscal year ended
March  31,  1999.  The  words  "believe",  "expect",  "anticipate"  and  similar
expressions  identify  forward-looking  statements.  The Company  undertakes  no
obligation to publicly update or revise any forward-looking statements,  whether
as a result of new information, future events or otherwise.

                                       ###


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