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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): APRIL 1, 1997
FORE SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 0-24156 25-1628117
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1000 FORE DRIVE, WARRENDALE, PA 15086-7502
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: 412-742-4444
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Item 5. Other Events.
On April 1, 1997, FORE Systems, Inc. (the "Registrant")
issued a press release announcing preliminary financial results for its fourth
fiscal quarter ended March 31, 1997, a copy of which is attached hereto as
Exhibit 99 and is incorporated herein in its entirety.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits. The following exhibits are filed as part
of this Current Report on Form 8-K:
Description Exhibit No.
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Press release dated April 1, 1997 99
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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.
FORE Systems, Inc.
Date: April 21, 1997 By: /s/ ERIC C. COOPER
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Eric C. Cooper
Chairman and Chief
Executive Officer
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EXHIBIT INDEX
Exhibit
Number Description
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99 Press release dated April 1, 1997
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Exhibit 99
FORE Systems, Inc. Announces Preliminary Fourth Quarter Financial Results
Pittsburgh, Pennsylvania - April 1, 1997 - FORE Systems, Inc. (NASDAQ:FORE)
today announced preliminary financial results for its fourth fiscal quarter
ending March 31, 1997.
Revenue for the fourth quarter of fiscal 1997, based on a preliminary analysis,
will be between $100 million and $103 million or an increase of approximately
35% over last year's fourth quarter revenue of $75.3 million. Preliminary net
income and earnings per share, prior to inclusion of a one-time non-recurring
litigation settlement by FORE's ALANTEC Corporation subsidiary of approximately
$8.25 million, is expected to be between $9 million and $10 million and between
$.09 and $.10 per share. Earnings per share, after inclusion of the one-time
non-recurring litigation settlement by FORE's ALANTEC subsidiary of
approximately $8.25 million, will be between $.04 and $.05 per share, as
compared to a net loss of $9.6 million and $.11 per share reported in the
fourth quarter of fiscal 1996. Financial results for the fourth quarter of
fiscal 1996 included a $27 million pre-tax charge for merger-related expenses
associated with the acquisition of ALANTEC.
Revenue for the year ended March 31, 1997 will be between $394 million and $397
million, an increase of approximately 68% from the $235 million reported for
the entire fiscal 1996 year. Full-year net income and earnings per share,
including merger-related expenses of $1,747,000 from acquisitions completed
during the year and including the one-time non-recurring litigation settlement
by FORE's ALANTEC subsidiary of approximately $8.25 million, will be between
$41 million and $43 million and between $.42 and $.43 per share.
Commenting on the preliminary results for the fourth fiscal quarter and the
fiscal year, Eric Cooper, FORE's Chairman and CEO, said, "We believe that,
given our leadership in ATM and our recent acquisitions of complementary
technologies, we are well-positioned to continue to benefit from the strong
demand for high-end networking solutions. However, the overall rate of growth
in the networking industry appears to have slowed and our fourth quarter
results were affected by several factors, including increased competition in
the switched networking segment of the market, longer sales cycles for the
larger deals for which we now compete and slower sales growth in international
markets. Although these factors are adversely affecting our rate of growth, we
remain optimistic about the long-term prospects of ATM-based networking in the
enterprise and service provider markets."
Final financial results for FORE's fourth fiscal quarter ending March 31, 1997
are expected to be released on April 24, 1997.
FORE Systems is a worldwide leader in the design, development, manufacture and
sale of high-performance networking products based on ATM (asynchronous
transfer mode) technology. FORE offers the most comprehensive ATM product line
available today including ForeRunner(R) ATM switches and adapter cards,
PowerHub(R) LAN switches and CellPath(TM) WAN multiplexers for ATM
connectivity, ForeThought(TM) Internetworking Software and ForeView(R) Network
Management Software. FORE has delivered ATM and LAN switching solutions to over
4,000 customers including Fortune 500 companies, telecommunications service
providers, government agencies, research institutions and universities. FORE
Systems' headquarters are located at 1000 FORE Drive, Warrendale, Pennsylvania
15086. FORE Systems can be reached by telephone at (412) 742-4444, by e-mail at
[email protected] and on the Internet at http://www.fore.com. Investor Relations
can be reached directly at (800) 713-1734.
This press release contains forward-looking statements with respect to
financial results, growth rate trends and certain other matters. These
statements are made under the "safe harbor" provisions of the Private
Securities Litigation Reform Act of 1995 and involve a number of risks and
uncertainties which could cause actual results to differ materially from those
in the forward-looking statements, including risks that future sales and growth
rates for the industry and the Company could be lower than anticipated. For a
detailed discussion of these risks and other risk factors affecting FORE
Systems, please refer to the risk factors set forth in the FORE Systems Annual
Report on Form 10-K for the fiscal year ended March 31, 1996.
