UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report: September 21, 1998
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Anicom, Inc.
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-25364 36-3885212
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(State or Other Jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.
6133 North River Road, Suite 1000, Rosemont, Illinois 60018
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (847) 518-8700
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Item 5. Other Events.
On September 22, 1998, the Registrant issued the press release attached
as Exhibit 99.1. The information contained in this press release is incorporated
herein by reference.
In the press release, the Company announced its purchase of
substantially all the assets of Texcan Cables, a Canadian specialist in the
distribution of wire, cable and fiber optics.
The press release also announced that the Company received commitments
to increase its unsecured line of credit from $100 million to $125 million.
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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.
Anicom, Inc.
Dated: September 21, 1998 By:/s/Donald C. Welchko
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Chief Financial Officer
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Exhibit 99.1
ANICOM ACQUIRES LEADING CANADIAN DISTRIBUTOR TEXCAN CABLES
FOR A COMBINATION OF STOCK AND CASH
o Texcan had fiscal 1998 revenues of $116 million
o Texcan has 20 North American locations
o Acquisition is Anicom's 16th
o Anicom to increase unsecured credit facility by 25 percent
ROSEMONT, ILL., September 22, 1998 - Anicom, Inc. (Nasdaq: ANIC), a national
leader and specialist in the distribution of multimedia wiring products, today
announced it has acquired Canadian distribution specialist Texcan Cables for a
purchase price consisting of approximately 1,400,000 shares of common stock,
preferred stock convertible into approximately 1,400,000 additional shares of
common stock, and $27 million in cash. Anicom will also assume approximately $12
million of bank indebtedness. This marks Anicom's 16th acquisition in the last
three years.
Headquartered in Vancouver, Canada, Texcan Cables is a specialist in the
distribution of wire, cable, fiber optics and connectivity products. Texcan has
13 locations throughout Canada and seven locations in the United States. For the
fiscal year ended March 31, 1998, Texcan had revenues of approximately U.S. $116
million, of which approximately 80 percent were generated in Canada.
Scott C. Anixter, Anicom's chief executive officer, said, "This significant
acquisition will firmly establish our market presence in Canada. We now are a
strong North American company, with more than 75 locations and excellent
opportunities for greater growth and profits."
"Our primary goal remains increasing shareholder value. We expect to realize
operating efficiencies through maximizing our North American integrated network.
Due to the complex nature and size of this transaction, we anticipate
recognizing one-time, acquisition related expenses of between $4 million and $6
million in the third quarter. Without giving effect to this acquisition related
charge, we continue to be comfortable with expectations for the third quarter,"
Anixter said.
Ron Stern, chairman of Texcan, said, "Texcan Cables is a fine company with many
outstanding people who can do much to further strengthen Anicom as a North
American leader in the distribution of wiring and connectivity products."
Carl E. Putnam, Anicom president and COO, stated, "A hallmark of Anicom is our
ability to acquire companies that are accretive and integrate them to maximize
operating leverage and profitability. We plan to continue our integrated growth
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strategy both through internal growth and additional acquisitions as
opportunities develop."
Anicom Increases Credit Facility
Additionally, Anicom has received commitments today to increase its unsecured
line of credit from $100 million to $125 million. Alan B. Anixter, Anicom's
chairman of the board, stated, "We believe this additional financial flexibility
will increase our ability to achieve our goal of becoming a multibillion dollar
corporation."
Headquartered in Rosemont, Illinois, Anicom provides products that "interconnect
the Internet" and serves as a vital link to the ever-growing global
communications industry.
In compliance with the Safe Harbor Provision of the Private Securities
Litigation Reform Act of 1995, the company notes the statements contained in
this press release that are not historical facts may be forward-looking
statements that are subject to a variety of risks and uncertainties more fully
described in Anicom's filings with the Securities and Exchange Commission
including, without limitation, those described under "Risk Factors" in Anicom's
Resale Prospectus dated August 21, 1998 and in Anicom's Annual Report on form
10-K for the year ended December 31, 1997. Anicom wishes to caution readers of
this press release that these risks and uncertainties could cause Anicom's
actual results in 1998 and beyond to differ materially from those expressed in
any forward-looking statements made by, or on behalf of, Anicom. These risks and
uncertainties include, without limitation, general economic and business
conditions affecting the industries of Anicom's customers in existing and new
geographical markets, competition from national and regional distributors, the
availability of sufficient capital, Anicom's ability to identify the right
product mix and to maintain sufficient inventory to meet customer demand and
Anicom's ability to operate effectively in geographical areas in which it has no
prior experience. The words "believe" "expect" "anticipate" and "plan" used in
this press release as they relate to Anicom or its management are generally
intended to identify such forward-looking statements.
