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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 2, 1998
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BRIGHTPOINT, INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-23494 35-1778566
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
6402 Corporate Drive, Indianapolis, Indiana 46278
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(Address of principal executive officer) (zip code)
Registrant's telephone number,
including area code (317) 297-6100
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(Former name or former address, if changed since the last Report)
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Item 5. Other Events.
On October 2, 1998 Brightpoint, Inc. (the "Company"), issued a press
release announcing that it will be eliminating its trading division during the
fourth quarter of 1998, consistent with its strategy of emphasizing
relationships with wireless equipment manufacturers and network operators. The
trading division engages in the purchase of products from suppliers other than
the manufacturers and the sale of those products to customers other than network
operators or their dealers and other representatives. The Company noted that its
established global infrastructure allows it to provide the requisite services to
the manufacturers and network operators without the trading business.
The Company also stated that it intends to accelerate its migration to
a services-based organization, focusing on providing integrated services to
wireless equipment manufacturers and network operators. The services will be
designed to assist these customers in performing mission critical business
functions in the most efficient and effective manner.
The Company will recognize, in the fourth quarter of 1998, a one-time
charge which is expected to range from $13 million to $18 million ($9 million to
$13 million or $0.17 to $0.23 per share after giving effect to taxes) related to
the elimination of the trading division, which will include the loss on the sale
of certain assets, severance payments for terminated employees and write-off of
certain assets including leasehold improvements and certain information systems
costs. Also included in the charge will be a reserve for estimated accrued
liabilities.
The elimination of the trading division is expected to reduce 1999
selling, general and administrative expenses by an amount ranging from
approximately $4 million to $5 million from previously planned spending levels.
In addition, sales of products purchased directly from the manufacturers
generally result in higher margins than the sales of products obtained through
trading activities. Excluding the impact of the one-time charge, the elimination
of the trading division is not expected to have a negative impact on results of
operations for the third or fourth quarter of 1998.
Item 7. Exhibits
C. (99) Cautionary Statements.
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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.
BRIGHTPOINT, INC.
By /s/ Steven E. Fivel
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Steven E. Fivel, Executive Vice-
President and General Counsel
Dated: October 6, 1998
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EXHIBIT 99
CAUTIONARY STATEMENTS
Certain statements in this Form 8-K constitute "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements involve known and unknown risks, uncertainties and
other factors which may cause the actual results, performance or achievements of
the Company to be materially different from any future results, performance or
achievements expressed or implied by such forward-looking statements. Such
factors include, among others, the following: the ability to hire and retain key
personnel; successful completion and integration of future acquisitions;
relationships with and dependence on third-party wireless communications
equipment suppliers; uncertainties relating to economic conditions in markets in
which the Company operates; uncertainties relating to government and regulatory
policies; uncertainties relating to customer plans and commitments; dependence
on the wireless communications industry; pricing and availability of wireless
communications equipment materials and inventories; rapid technological
developments and obsolescence in the wireless communications industry; potential
performance issues with suppliers and customers; governmental export and import
policies; global trade policies; worldwide political stability and economic
growth; the highly competitive environment in which the Company operates;
potential entry of new, well-capitalized competitors into the Company's markets;
changes in the Company's capital structure and cost of capital; and
uncertainties inherent in international operations and foreign currency
fluctuations. The words "believe," "expect," "anticipate," "intend," "forecast,"
and "plan" and similar expressions identify forward-looking statements. Readers
are cautioned not to place undue reliance on these forward-looking statements,
which speak only as of the date of the statement was made.
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