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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) July 9, 1998
IOS CAPITAL, INC.
(Exact name of registrant as specified in its charter)
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DELAWARE File No. 0-20405 23-2493042
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(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification
Number)
1738 Bass Road, Macon, Georgia 31210
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(Address of principal executive offices) (Zip Code)
(912) 471-2300
Registrant's telephone number, including area code:
Not Applicable
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
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On July 9, 1998, the Registrant's parent, IKON Office Solutions, Inc.
("IKON"), issued a press release announcing the appointment of James J. Forese
as IKON's President, Chief Executive Officer and a member of the Board of
Directors. Mr. Forese has served as Executive Vice President and President of
International Operations for IKON since January 1997, and served as Executive
Vice President and Chief Operating Officer of Alco Standard, IKON's predecessor
company, during 1996. IKON also announced that Richard A. Jalkut, who has been a
director of IKON since 1996, has been appointed Non-executive Chairman. John E.
Stuart, who had served as IKON's Chairman, President and Chief Executive
Officer, has resigned his positions with IKON.
This Report includes or incorporates by reference information which may
constitute forward-looking statements about the Registrant or IKON made pursuant
to the safe harbor provisions of the federal securities laws. Although the
Registrant believes the expectations contained in such forward-looking
statements are reasonable, no assurances can be given that such expectations
will prove correct. Such forward-looking information is based on the
Registrant's or IKON's current plans or expectations, and is subject to risks
and uncertainties that could significantly affect the Registrant's and/or IKON's
current plans, anticipated actions and future financial condition and results.
These uncertainties and risks include, but are not limited to, those relating to
IKON's successful management of an aggressive program to acquire and integrate
new companies, including companies with technical services and products that are
relatively new to IKON, and also including companies outside the United States,
which present additional risks relating to international operations; risks and
uncertainties (applicable to both the Registrant and IKON) relating to
conducting operations in a competitive environment; delays, difficulties,
technological changes, management transitions and employment issues (applicable
to both the Registrant and IKON) associated with a large-scale transformation
project; debt service requirements (applicable to both the Registrant and IKON),
including sensitivity to fluctuation in interest rates; and general economic
conditions. As a consequence, current plans, anticipated actions and future
financial condition and results may differ materially from those expressed in
any forward-looking statements made by or on behalf of the Registrant or IKON.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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(c) Exhibits.
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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 thereunto duly authorized.
IOS CAPITAL, INC.
By: /s/ Harry Kozee
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Harry Kozee
Vice President - Finance
Dated: July 9, 1998
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Index to Exhibit
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(99) IKON's Press Release dated July 9, 1998
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EXHIBIT 99 (1)
[LETTERHEAD OF IKON APPEARS HERE]
News Release
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CONTACTS
Susan G. Gaffney
Investor Relations
610-408-7292
[email protected]
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IKON BOARD APPOINTS JAMES J. FORESE
PRESIDENT AND CEO
RICHARD A. JALKUT NAMED NON-EXECUTIVE CHAIRMAN
FORESE SAYS HE WILL BUILD ON "IKON'S STRONG CUSTOMER BASE AND ITS MANY
FUNDAMENTAL STRENGTHS"
VALLEY FORGE, PENNSYLVANIA - JULY 9, 1998 - IKON Office Solutions (NYSE:
IKN) today announced that its Board of Directors has appointed James J. Forese
President and Chief Executive Officer and elected him a member of the Board of
Directors, effective immediately. The Board also has named Richard A. Jalkut,
currently a Director of the Company, as Non-executive Chairman of the Board.
John E. Stuart, 54, who had served as Chairman and Chief Executive Officer, has
resigned all his positions with the Company.
Mr. Forese, 62, has served as Executive Vice President and President
of International Operations for IKON since January 1997. He was Executive Vice
President and Chief Operating Officer of Alco Standard, IKON's predecessor
company, during 1996. Prior to his employment with IKON, Mr. Forese spent 36
years with IBM Corporation in numerous executive positions. He was a senior
executive with IBM World Trade Europe/Middle East/Africa and IBM World Trade
Americas, where he led the Latin American and Canadian operations. He also
served as President of the Office Products Division. In addition, he was Vice
President of Finance and, in his last position at IBM, he served as Chairman of
IBM Credit
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Corporation and was a Member of IBM's Worldwide Management Council. Mr. Forese
serves on the Board of Directors of Unisource Worldwide Inc., American
Management Systems and National Utilities Investor's Corporation. Mr. Forese has
a Bachelor's degree from Rensselaer Polytechnic Institute and a Master's degree
from the Massachusetts Institute of Technology.
Richard A. Jalkut, 54, has served as a Director of IKON since 1996 and
is a member of the audit, human resources and investment committees. Mr. Jalkut
is President and Chief Executive Officer of PathNet, a wireless
telecommunications company. He serves on the Board of Directors of Marine
Midland Bank and is a member of the Board of Trustees of Boston College. Mr.
Jalkut was previously President of NYNEX Telecommunications Group, President of
New York Telephone and Chief Executive Officer of New York/New England
Telephone.
"The entire Board strongly supports the appointment of Jim Forese to
be IKON's leader," said Mr. Jalkut. "Jim has repeatedly demonstrated leadership
and delivered results as he has expanded our international operations. And, in
his nearly four decades of experience in the information technology industry, he
has gained the respect of peers and competitors alike for his dedication,
judgment, and business acumen. We are confident that Jim is the right person to
address the challenges facing IKON and to capitalize on its considerable
opportunities for growth.
"At the same time, we wish to acknowledge the contributions made by
John Stuart during his tenure. He spearheaded the development of IKON as a
public company and its growth into a $5 billion enterprise," Mr. Jalkut added.
Mr. Forese commented, "In a relatively short period of time IKON has
built a powerful foundation in the office solutions industry with three solid
operations: business, outsourcing and technology services. Our total solutions
offerings around a customer-focused strategy uniquely position IKON in this
dynamic and growing industry.
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"IKON's full potential has not been realized. Our efforts to acquire
numerous local businesses and create a cohesive global network, although
successful in many ways, have taken longer and caused more disruption than
anticipated. Our goal is to build on IKON's strong customer base and its many
fundamental strengths while continuing a disciplined and consistent approach to
managing operations and executing our total solutions strategy.
"Obviously, there is work to be done, but we have a very strong company
with an excellent future. I look forward to working with our employees, who are
our greatest asset, as well as with the Board and our management team to achieve
our common objectives on behalf of shareholders and customers alike," Mr. Forese
concluded.
In addition to the changes announced today, IKON is conducting a detailed
operations and financial review. This review will also give Mr. Forese an
opportunity to become more familiar with all the Company's operations. IKON
expects the review to be completed by the end of July and to thereafter announce
its third quarter results in early August, 1998.
IKON Office Solutions (HTTP://WWW.IKON.COM) is one of the world's leading
office technology companies providing customers with total office solutions from
copier and printing systems, computer networking and digital document services
to copy center management, hardware and software product interfaces and
electronic file conversion. With fiscal 1997 revenues of more than $5 billion,
IKON Office Solutions has more than 1,100 locations in the U.S., Canada, Mexico,
the United Kingdom, France, Germany and Denmark.
This news release includes information which may constitute forward-looking
statements made pursuant to the safe harbor provisions of the federal securities
laws. Although IKON believes the expectations contained in such forward-looking
statements are reasonable, it can give no assurance that such expectations will
prove correct. This information is subject to risk and uncertainties such as
those relating to managing an aggressive program to acquire and integrate new
companies; conducting activities in a competitive environment; delays,
difficulties, management transitions and employment issues associated with its
transformation; and general economic conditions. Therefore, actual results may
differ materially from the forward-looking statements.
