SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
AMENDMENT TO CURRENT REPORT
Filed Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): December 10, 1998
ACCOM, INC.
(Exact name of registrant as specified in its charter)
Delaware 94-3055907
(State or other (I.R.S. Employer
jurisdiction of Identification No.)
incorporation)
0-26620
(Commission File
Number)
1490 O'Brien Drive, Menlo Park, California 94025
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (650) 328-3818
<PAGE>
FORM 8-K/A
This Form 8-K/A is being filed by Accom, Inc. ("Accom" or the "Company") to
amend Accom's Current Report on Form 8-K filed on December 23, 1998 (the
"Original Form 8-K") to report the Company's acquisition of substantially all of
the assets of Scitex Digital Video, Inc., a Massachusetts corporation, and the
related transactions. The Original Form 8-K is hereby amended to add the
financial statements included in Items 7(a) and 7(b).
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial Statements of Business Acquired.
Scitex Digital Video Division:
Combined Consolidated Financial Statements for the Years Ended December
31, 1997, 1996, and 1995 and for the Nine Months Ended September 30,
1998 and 1997 (Unaudited) and Report of Independent Accountants
2
<PAGE>
Report of Independent Accountants
To the Board of Directors and Shareholders
of Scitex Digital Video Division
In our opinion, the accompanying combined consolidated balance sheets and the
related combined consolidated statements of operations, of shareholders' equity
(deficit) and of cash flows present fairly, in all material respects, the
financial position of Scitex Digital Video Division (the "Company") (see Note 1)
as of December 31, 1997 and 1996 and the results of its operations and cash
flows for each of the three years in the period ended December 31, 1997 in
conformity with generally accepted accounting principles. These financial
statements are the responsibility of the Company's management; our
responsibility is to express an opinion on these financial statements based on
our audits. We conducted our audits of these statements in accordance with
generally accepted auditing standards, which require that we plan and perform
the audit to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements,
assessing the accounting principles used and significant estimates made by
management, and evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for the opinion expressed
above.
As discussed in Note 1, substantially all of the Company's operations since its
inception were financed by Scitex Corporation Ltd. and its subsidiaries. As
further discussed in note 12, on December 10, 1998, substantially all of the
Company's assets were acquired by Accom Inc. The financial statements do not
include any adjustment that might result from this change in ownership.
February 11, 1998, except for Note 12,
as to which the date is December 10, 1998
3
<PAGE>
<TABLE>
Scitex Digital Video Division
Combined Consolidated Balance Sheets
<CAPTION>
December 31, September 30,
---------------------------------- -------------
1996 1997 1998
------------ ------------ ------------
(unaudited)
<S> <C> <C> <C>
Assets
Current assets:
Cash and cash equivalents $ 4,243,420 $ 1,136,247 $ 623,224
Accounts receivable, net 13,457,259 6,177,126 2,573,293
Inventory 16,926,746 15,283,647 7,981,189
Prepaid expenses and other 1,459,884 1,153,402 1,060,228
------------ ------------ ------------
Total current assets 36,087,309 23,750,422 12,237,934
------------ ------------ ------------
Property and equipment, net 6,287,625 5,245,453 3,606,153
Goodwill and other intangible assets, net 42,519,233 35,608,953 --
Other assets 534,512 516,965 515,139
------------ ------------ ------------
Total assets $ 85,428,679 $ 65,121,793 $ 16,359,226
============ ============ ============
Liabilities and Shareholders' Equity (Deficit)
Current liabilities:
Accounts payable $ 5,409,224 $ 2,802,482 $ 1,581,508
Accrued and other liabilities 9,389,473 7,001,927 4,777,601
Related parties accounts 22,079,851 23,970,103 26,610,669
------------ ------------ ------------
Total current liabilities 36,878,548 33,774,512 32,969,778
------------ ------------ ------------
Commitments and contingencies (Notes 8 and 9)
Shareholders' equity (deficit):
Common Stock: no par value; 10,000 shares
authorized and 100 shares issued and
outstanding -- -- --
Additional paid-in capital 21,606,875 21,606,875 21,606,875
Other additional paid-in capital 47,203,192 47,800,959 50,079,887
Accumulated deficit (20,259,936) (38,060,553) (88,297,314)
------------ ------------ ------------
Total shareholders' equity (deficit) 48,550,131 31,347,281 (16,610,552)
------------ ------------ ------------
Total liabilities and shareholders'
equity (deficit) $ 85,428,679 $ 65,121,793 $ 16,359,226
============ ============ ============
<FN>
The accompanying notes are an integral part of these combined consolidated financial statements.
</FN>
</TABLE>
4
<PAGE>
<TABLE>
Scitex Digital Video Division
Combined Consolidated Statements of Operations
<CAPTION>
Nine Months
Ended
Years Ended December 31, September 30,
---------------------------------------------- -----------------------------
1995 1996 1997 1997 1998
------------ ------------ ------------ ------------ ------------
(unaudited)
<S> <C> <C> <C> <C> <C>
Revenues:
Product sales $ 43,325,800 $ 66,741,099 $ 53,549,657 $ 45,825,281 $ 20,106,533
Services 1,920,900 4,201,253 4,475,588 3,271,070 3,026,933
------------ ------------ ------------ ------------ ------------
Total revenue 45,246,700 70,942,352 58,025,245 49,096,351 23,133,466
------------ ------------ ------------ ------------ ------------
Cost of revenues:
Cost of product sales 22,262,000 42,365,371 34,843,189 28,554,475 17,890,219
Cost of services 1,762,900 5,521,486 4,763,420 3,689,208 3,600,666
------------ ------------ ------------ ------------ ------------
Total cost of revenues 24,024,900 47,886,857 39,606,609 32,243,683 21,490,885
------------ ------------ ------------ ------------ ------------
Gross profit: 21,221,800 23,055,495 18,418,636 16,852,668 1,642,581
------------ ------------ ------------ ------------ ------------
Operating expenses:
Research and development 6,271,200 11,522,980 10,797,692 8,275,343 5,653,440
Selling, general and administrative 8,129,000 20,678,278 17,510,814 13,157,000 9,916,405
Amortization of goodwill and
other intangible assets 2,998,843 7,301,080 6,910,281 5,336,523 4,721,273
Impairment of long-lived assets -- -- -- -- 30,887,680
------------ ------------ ------------ ------------ ------------
17,399,043 39,502,338 35,218,787 26,768,866 51,178,798
------------ ------------ ------------ ------------ ------------
Income (loss) from operations 3,822,657 (16,446,843) (16,800,151) (9,916,198) (49,536,217)
Interest income (expense), net 68,700 (64,813) (923,265) (673,448) (700,544)
------------ ------------ ------------ ------------ ------------
Income (loss) before income taxes 3,891,357 (16,511,656) (17,723,416) (10,589,646) (50,236,761)
Income tax benefit (expense) (645,000) 515,616 (77,201) (57,901) --
------------ ------------ ------------ ------------ ------------
Net income (loss) $ 3,246,357 $(15,996,040) $(17,800,617) $(10,647,547) $(50,236,761)
============ ============ ============ ============ ============
<FN>
The accompanying notes are an integral part of these combined consolidated financial statements.
</FN>
</TABLE>
5
<PAGE>
<TABLE>
Scitex Digital Video Division
Combined Consolidated Statements of Shareholder's Equity (Deficit)
<CAPTION>
Other Total
Common Stock Additional Additional Shareholders'
--------------------- Paid-In Paid-In Accumulated Equity
Shares Amount Capital Capital Deficit (Deficit)
------------ --- ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C> <C>
Balance at January 1, 1995 100 $-- $ 21,606,875 $ -- $ (7,510,253) $ 14,096,622
Other additional paid-in capital -- -- -- 46,607,342 -- 46,607,342
Net income -- -- -- -- 3,246,357 3,246,357
------------ --- ------------ ------------ ------------ ------------
Balance at December 31, 1995 100 -- 21,606,875 46,607,342 (4,263,896) 63,950,321
Other additional paid-in capital -- -- -- 595,850 -- 595,850
Net loss -- -- -- -- (15,996,040) (15,996,040)
------------ --- ------------ ------------ ------------ ------------
Balance at December 31, 1996 100 -- 21,606,875 47,203,192 (20,259,936) 48,550,131
Other additional paid-in capital -- -- -- 597,767 -- 597,767
Net loss -- -- -- -- (17,800,617) (17,800,617)
------------ --- ------------ ------------ ------------ ------------
Balance at December 31, 1997 100 -- 21,606,875 47,800,959 (38,060,553) 31,347,281
Other additional paid-in capital
(unaudited) -- -- -- 2,278,928 -- 2,278,928
Net loss (unaudited) -- -- -- -- (50,236,761) (50,236,761)
------------ --- ------------ ------------ ------------ ------------
Balance at September 30, 1998
(unaudited) 100 $-- $ 21,606,875 $ 50,079,887 $(88,297,314) $(16,610,552)
============ === ============ ============ ============ ============
<FN>
The accompanying notes are an integral part of these combined consolidated financial statements.
</FN>
</TABLE>
6
<PAGE>
<TABLE>
Scitex Digital Video Division
Combined Consolidated Statements of Cash Flows
<CAPTION>
Nine Months Ended
Years Ended December 31, September 30,
-------------------------------------------- ----------------------------
1995 1996 1997 1997 1998
------------ ------------ ------------ ------------ ------------
(unaudited)
<S> <C> <C> <C> <C> <C>
Cash flows from operating activities:
Net income (loss) $ 3,246,357 $(15,996,040) $(17,800,617) $(10,647,547) $(50,236,761)
Adjustments to reconcile net income (loss)
to net cash provided by (used in) operating
activities:
Provision for doubtful accounts
and returns (125,428) 13,604 319,354 152,596 229,380
Loss (gain) on disposal of fixed
assets, net -- (73,531) (17,871) (19,079) 36,438
Depreciation and amortization 3,739,960 9,341,451 9,182,256 6,949,307 6,542,626
Impairment of long-lived assets -- -- -- -- 30,887,680
Allowance for absolete inventory 2,010,027 5,237,199 (570,950) (257,581) 5,353,996
Changes in current assets and
liabilities:
Accounts receivable 578,319 (644,863) 6,960,779 2,664,725 3,374,453
Inventory 1,035,201 (5,573,945) 2,214,049 650,223 1,948,462
Prepaid expenses and other
current assets (1,897,170) 536,716 306,482 (473,037) 93,174
Other long-term assets (666,664) 132,152 17,547 6,580 1,826
Accounts payable (1,438,351) 522,624 (2,606,742) (1,307,668) (1,220,974)
Accrued and other liabilities (2,104,352) (2,821,427) (2,387,546) 2,108,968 (2,224,326)
------------ ------------ ------------ ------------ ------------
Net cash provided by (used in)
operating activities 4,377,899 (9,326,060) (4,383,259) (172,513) (5,214,026)
------------ ------------ ------------ ------------ ------------
Cash flows from investing activities:
Purchase of property and equipment (865,014) (3,812,993) (1,339,732) (985,248) (218,491)
Proceeds from sale of fixed assets -- 151,728 127,800 15,632 --
------------ ------------ ------------ ------------ ------------
Net cash used in investing
activities (865,014) (3,661,265) (1,211,932) (969,616) (218,491)
------------ ------------ ------------ ------------ ------------
Cash flows from financing activities:
Other additional paid in capital (4,824,658) 595,850 597,767 1,676,329 2,278,928
Changes in related parties' accounts, net 1,927,000 14,166,395 1,890,251 (3,209,749) 2,640,566
------------ ------------ ------------ ------------ ------------
Net cash provided by (used in)
financing activities (2,897,658) 14,762,245 2,488,018 (1,533,420) 4,919,494
------------ ------------ ------------ ------------ ------------
Net increase (decrease) in cash and
cash equivalents 615,227 1,774,920 (3,107,173) (2,675,549) (513,023)
Cash and cash equivalents at beginning of period 1,853,273 2,468,500 4,243,420 4,243,420 1,136,247
------------ ------------ ------------ ------------ ------------
Cash and cash equivalents at end of period $ 2,468,500 $ 4,243,420 $ 1,136,247 $ 1,567,871 $ 623,224
============ ============ ============ ============ ============
Supplemental cash flow information:
Cash paid for income taxes $ 98,000 $ 18,843 $ 123,714 $ 123,714 $ --
============ ============ ============ ============ ============
Cash paid for interest $ 104,225 $ 50,940 $ 1,893 $ 1,718 $ 2,726
============ ============ ============ ============ ============
<FN>
The accompanying notes are an integral part of these combined consolidated financial statements.
</FN>
</TABLE>
7
<PAGE>
Scitex Digital Video Division
Notes to Combined Consolidated Financial Statements
1. The Company and Summary of Significant Accounting Policies
Nature of operations
The combined consolidated financial statements of Scitex Digital Video
Division (the "Company") include Scitex Digital Video, Inc., (a
Massachusetts company), its wholly-owned subsidiaries, Scitex Digital Video
Asia Pacific, Inc., (a California company) and Peach Tree, Inc. (a
California company), Scitex Digital Video Europe Limited, (a U.K. company)
and certain intangible assets related to the digital video operations which
were owned by Scitex Corporation Ltd., an Israeli corporation, all of which
represent the digital video business of Scitex Corporation Ltd.
Scitex Digital Video, Inc. is a wholly owned subsidiary of Scitex
Development Corporation (a Massachusetts company) ("U.S. Parent Company")
whose ultimate parent is Scitex Corporation Ltd. ("Parent Company").
Scitex Digital Video Division designs, manufactures, and markets non-linear
digital editing systems. The Company commenced operations during September
1994 in order to purchase from Carlton International Corporation (an
unrelated U.K. corporation) its ImMIX Division. The purchase took place in
September 1994 for $21,607,000 in cash including $607,000 of acquisition
related costs.
In September 1995, Scitex Development Corporation (U.S. Parent Company)
acquired Abekas Video Systems, Inc. and in October 1995, Scitex Digital
Video, Inc. was merged with Abekas Video Systems, Inc., which designs,
manufactures and markets video manipulation devices used in high-end video
postproduction and broadcast applications (see Note 2). All of the
Company's activities since incorporation were financed by the Parent
Company and its subsidiaries.
The accompanying financial statements combine the assets and liabilities
for the reporting dates (including certain intangibles acquired by the
Parent Company), as well as the revenues, costs and expenses incurred by
each of the above companies in all applicable periods in order to present
these activities in a manner similar to a pooling of interest. All
significant inter-company account balances and transactions have been
eliminated.
As disclosed in Note 12, on December 10, 1998, substantially all of the
Company's combined assets were sold to Accom Inc., a U.S. corporation.
Unaudited interim financial information
The accompanying combined consolidated financial statements at September
30, 1998 and for the nine months ended September 30, 1997 and 1998,
together with the related notes, are unaudited but include all adjustments
(consisting only of normal recurring adjustments) which, in the opinion of
management, are necessary for a fair presentation, in all material
respects, of the financial position and the operating results and cash
flows for the interim date and periods presented. Results for the interim
period ended September 30, 1998 are not necessarily indicative of results
for the entire fiscal year or future periods.
8
<PAGE>
Scitex Digital Video Division
Notes to Combined Consolidated Financial Statements
Foreign currency translation
The currency of the primary economic environment in which the operations of
the Company are conducted is the U.S. dollar; thus, the U.S. dollar is the
functional currency of the Company.
Gains and losses arising from non-dollar transactions and balances are
included in the statement of operations.
Use of estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the
financial statements and reported amounts of revenues and expenses during
the reporting period. Actual results could differ from those estimates.
Revenue recognition
Revenue from product sales is recognized at the time the product is
shipped. Upon shipment, the Company also provides for the estimated costs
that may be incurred for product warranties. Cost of sales includes an
estimate of costs associated with installation, warranty and training.
Service revenue is recognized ratably over the contractual period or as
services are rendered and accepted by the customer.
Other additional paid-in capital
Other additional paid in capital represents the net capital contribution by
the Parent Company and the U.S. Parent Company. This contribution consists
of research and development reimbursement by the Parent Company and certain
tax benefits utilized by the U.S. Parent Company, net of royalties payable
to the Parent Company. The royalties payable to the Parent Company relate
to the Company's core technology which was purchased by the Parent Company
as part of the Abekas acquisition and pushed down to the Company in these
financial statements.
Cash equivalents
The Company considers all highly liquid investments purchased with an
original maturity of three months or less to be cash equivalents. The
Company deposits cash and cash equivalents with high credit quality U.S.
financial institutions.
Concentration of credit risk
Financial instruments that potentially subject the Company to a
concentration of credit risk consist of cash, cash equivalents and accounts
receivable. The Company's accounts receivable are derived from revenue
earned from customers located in the U.S., Europe, Latin America and the
Far East. The Company performs ongoing credit evaluations of its customers'
financial condition and, generally, requires no collateral from its
customers. The Company maintains an allowance for doubtful accounts
receivable based upon the expected collectibility of accounts receivable.
In respect of certain sales to customers in emerging economies, the Company
requires letters of credits or cash in advance.
9
<PAGE>
Scitex Digital Video Division
Notes to Combined Consolidated Financial Statements
At September 30, 1998, one of the Company's customers accounted for
approximately 31.4% of the total net accounts receivable.
Fair value of financial instruments
The financial instruments of the Company, consist mainly of non-derivative
monetary assets and liabilities included in working capital. In view of
their nature, the fair value of the financial instruments included in
working capital approximate their carrying amount.
Inventories
Inventories include systems, components and spare parts. Systems and
components inventory consist of components for manufacturing of systems,
work in progress and finished products. Inventories are valued at the lower
of cost or market. Cost is determined for components on the moving average
basis and labor and overhead on the basis of actual manufacturing costs.
Property and equipment
Property and equipment are stated at cost, net of accumulated depreciation
and amortization. Depreciation of property and equipment is computed using
the straight-line method over the estimated useful lives of three to five
years. Leasehold improvements are amortized by the straight-line method
over the term of the lease or the estimated useful life of the
improvements, whichever is shorter. Gains or losses from the disposal of
property and equipment are taken into income in the period of the disposal.
Repairs and maintenance costs are expensed as incurred.
Long-lived assets
The Company evaluates the recoverability of its long-lived assets including
property and equipment, and goodwill and intangibles in accordance with
Statement of Financial Accounting Standards ("SFAS") No. 121, "Accounting
for the Impairment of Long-Lived Assets and for Long-Lived Assets to be
Disposed of". SFAS No. 121 requires recognition of impairment of long-lived
assets in the event the net book value of such assets exceeds the estimated
future undiscounted cash flows attributable to such assets. Following the
continuous losses incurred by the Company, Scitex Corporation Ltd.
determined during November 1998 to exit the digital video business. As a
result of the decision, Scitex Corporation Ltd. recorded a loss based on
the Company's estimated fair value. The unaudited financial statements as
of September 30, 1998, include a provision for an impairment of the
Company's long-lived assets based on the above estimate.
Research and development
Research and development costs are charged to expense as incurred.
10
<PAGE>
Scitex Digital Video Division
Notes to Combined Consolidated Financial Statements
Income taxes
The Company is included in the consolidated U.S. federal income tax return
with other U.S. affiliates owned by the U.S. Parent Company. In the
accompanying financial statements, income taxes are computed on the
separate return basis, under which, income tax expense is determined
assuming that the Company files its tax returns on a stand alone basis.
Certain tax benefits have been reflected as capital contributions under
other additional paid-in capital.
Deferred income taxes are provided for temporary differences between assets
and liabilities as measured in the financial statements and for tax
purposes. Deferred taxes are computed using the tax rates expected to be in
effect when these differences reverse. Valuation allowances are established
when necessary to reduce deferred tax assets to the amounts expected to be
realized.
Comprehensive income
The Company adopted Statement of Financial Accounting Standards No. 130,
"Reporting Comprehensive Income". SFAS No. 130 establishes standards for
reporting and display of comprehensive income and its components in a full
set of general-purpose financial statements. There was no difference
between the Company's net income (loss) and its total comprehensive income
(loss) for the years ended December 31, 1995, 1996 and 1997 and the nine
month periods ended September 30, 1997 and 1998.
Impact of recently issued accounting pronouncements
In April 1998, the American Institute of Certified Public Accountants
issued Statement of Position ("SOP") 98-5, "Reporting on the Costs of
Start-Up Activities." This statement requires companies to expense the
costs of start-up activities and organization costs as incurred. In
general, SOP 98-5 will not have a material impact on the Company's results
of operations.
In June 1998, the FASB issued Statement of Financial Accounting Standards
No. 133, "Accounting for Derivative Instruments and Hedging Activities."
SFAS No. 133 establishes new standards of accounting and reporting for
derivative instruments and hedging activities. SFAS No. 133 requires that
all derivatives be recognized at fair value on the balance sheet, and the
corresponding gains and losses be reported either in the statement of
operations or as a component of comprehensive income, depending on the type
of hedging relationship that exists. SFAS No. 133 will be effective for
fiscal years beginning after June 15, 1999. The Company does not currently
hold derivative instruments or engage in hedging activities.
11
<PAGE>
Scitex Digital Video Division
Notes to Combined Consolidated Financial Statements
2. Business Combination
In September 1995, Scitex Development Corporation (U.S. Parent Company)
acquired all of the shares of Abekas Video Systems, Inc., a U.S.
corporation (Abekas U.S.), Scitex Digital Video, Inc. acquired all of the
assets and certain liabilities of Abekas Video Systems Ltd., a U.K.
corporation and certain intangibles were acquired by the Parent Company,
for approximately $51,432,000 in cash. In October 1995, Abekas U.S. was
merged into Scitex Digital Video, Inc.. The Company accounted for the
acquisitions using the "push-down" approach whereby its combined
consolidated financial statements are reported on the same basis as
included in Scitex Corporation Ltd. consolidated financial statements.
Under the push-down accounting approach, the excess purchase price over the
carrying value of the Company's net assets at the date of acquisition was
allocated as follows:
Estimated
Amount Useful
Item (in thousands) Life
---- -------------- ----
Goodwill $ 32,978 7-9 years
Acquired technology 10,000 3-13 years
Property and equipment 3,481 1-10 years
Working capital 4,973
---------
Total purchase price in cash $ 51,432
=========
Goodwill and other intangible assets are amortized by the straight-line
method over their estimated useful life.
12
<PAGE>
Scitex Digital Video Division
Notes to Combined Consolidated Financial Statements
<TABLE>
3. Balance Sheet Components
<CAPTION>
December 31, September 30,
---------------------------- -------------
1996 1997 1998
------------ ------------ ------------
(unaudited)
<S> <C> <C> <C>
Accounts receivable, net:
Accounts receivable $ 15,529,074 $ 8,568,295 $ 5,193,842
Less: Allowance for doubtful accounts (2,071,815) (2,391,169) (2,620,549)
------------ ------------ ------------
$ 13,457,259 $ 6,177,126 $ 2,573,293
============ ============ ============
Inventory - systems and components:
Finished goods $ 4,430,562 $ 5,283,950 $ 6,065,725
Work-in-progress 1,296,770 1,691,411 1,705,895
Components and raw materials 11,151,198 7,307,660 4,533,925
Spare parts 7,367,282 7,748,742 7,777,756
------------ ------------ ------------
24,245,812 22,031,763 20,083,301
Less: Allowance for obsolete and slow
moving items (7,319,066) (6,748,116) (12,102,112)
------------ ------------ ------------
$ 16,926,746 $ 15,283,647 $ 7,981,189
============ ============ ============
</TABLE>
December 31, September 30,
----------------------- -------------
1996 1997 1998
---------- ---------- ----------
(unaudited)
Accrued and other liabilities:
Payroll and related expenses $ 956,464 $1,262,598 $ 675,612
Accrued non-cancelable leasing fees 2,835,299 1,932,588 820,184
Deferred income 804,203 1,102,971 1,083,861
Commissions 2,184,876 688,987 525,839
Advances from customers 1,146,660 477,643 286,797
Other 1,461,971 1,537,140 1,385,308
---------- ---------- ----------
$9,389,473 $7,001,927 $4,777,601
========== ========== ==========
13
<PAGE>
Scitex Digital Video Division
Notes to Combined Consolidated Financial Statements
4. Property and Equipment
Property and equipment, at cost less accumulated depreciation and
amortization, are as follows:
Accumulated
Depreciation
and
Cost Amortization Net
----------- ------------ -----------
December 31, 1996
Machinery and equipment $ 8,119,812 $(2,685,564) $ 5,434,248
Leasehold improvements 552,618 (157,168) 395,450
Office furniture and equipment 327,769 (65,764) 262,005
Fixed assets in transit 195,922 -- 195,922
----------- ----------- -----------
$ 9,196,121 $(2,908,496) $ 6,287,625
=========== =========== ===========
Accumulated
Depreciation
and
Cost Amortization Net
------------ ------------- ------------
December 31, 1997
Machinery and equipment $ 8,636,531 $ (4,466,473) $ 4,170,058
Leasehold improvements 433,150 (327,469) 105,681
Office furniture and equipment 1,176,655 (386,529) 790,126
Fixed assets in transit 179,588 -- 179,588
------------ ------------ ------------
$ 10,425,924 $ (5,180,471) $ 5,245,453
============ ============ ============
Accumulated
Depreciation
and
Cost Amortization Net
------------ ------------- ------------
September 30, 1998 (unaudited)
Machinery and equipment $ 7,045,243 $ (5,111,966) $ 1,933,277
Leasehold improvements 760,936 (544,891) 216,045
Office furniture and equipment 2,230,465 (1,344,967) 885,498
Fixed assets in transit 571,333 -- 571,333
------------ ------------ ------------
$ 10,607,977 $ (7,001,824) $ 3,606,153
============ ============ ============
Depreciation and amortization expenses totaled $741,117, $2,040,371 and
$2,271,976 in the years ended December 31, 1995, 1996 and 1997,
respectively, and $1,612,784 (unaudited) and $1,821,353 (unaudited) in the
nine months period ended September 30, 1997 and 1998, respectively.
14
<PAGE>
Scitex Digital Video Division
Notes to Combined Consolidated Financial Statements
5. Goodwill and Other Intangible Assets
<TABLE>
Goodwill and other intangible assets, net are as follows:
<CAPTION>
December 31, September 30,
---------------------------- -------------
1996 1997 1998
------------ ------------ ------------
(unaudited)
<S> <C> <C> <C>
Goodwill $ 40,417,058 $ 40,417,058 $ 40,417,058
Acquired technology 12,461,000 12,461,000 12,461,000
Non-compete covenant 558,000 558,000 558,000
------------ ------------ ------------
53,436,058 53,436,058 53,436,058
Less: Accumulated amortization (10,916,825) (17,827,105) (22,548,378)
Impairment of long-lived assets -- -- (30,887,680)
------------ ------------ ------------
Net book value $ 42,519,233 $ 35,608,953 $ --
============ ============ ============
</TABLE>
6. Related Party Transactions
<TABLE>
Balances with related parties are as follows:
<CAPTION>
December 31, September 30,
------------------------- -------------
1996 1997 1998
----------- ----------- -----------
(unaudited)
<S> <C> <C> <C>
Accounts receivable $ 115,504 $ 518,503 $ 260,136
=========== =========== ===========
Accounts payables:
Non interest bearing accounts with
affiliated companies $ 4,964,098 $ 9,444,952 $11,358,986
Loan payable to Scitex Digital Printing,
a U.S. affiliate, bearing interest at an
annual rate of LIBOR plus 7/8% (6.6875%
at September 30, 1998), payable upon demand 17,115,753 14,525,151 15,251,683
----------- ----------- -----------
$22,079,851 $23,970,103 $26,610,669
=========== =========== ===========
</TABLE>
<TABLE>
Transactions with related parties are as follows:
<CAPTION>
Nine Months Ended
Years Ended December 31, September 30,
------------------------------------ -----------------------
1995 1996 1997 1997 1998
---------- ---------- ---------- ---------- ----------
(unaudited)
<S> <C> <C> <C> <C> <C>
Interest expenses $ -- $ 115,753 $ 990,949 $ 732,258 $ 726,531
========== ========== ========== ========== ==========
Sales to affiliates $1,266,911 $1,446,421 $1,885,744 $ 133,412 $ 838,256
========== ========== ========== ========== ==========
</TABLE>
15
<PAGE>
Scitex Digital Video Division
Notes to Combined Consolidated Financial Statements
<TABLE>
The net capital contributions by the Parent Company and the U.S. Parent
Company and included under other additional paid in capital comprised the
following:
<CAPTION>
Nine Months Ended
Years Ended December 31, September 30,
------------------------------------------- ---------------------------
1995 1996 1997 1997 1998
------------ ------------ ------------ ------------ ------------
(unaudited)
<S> <C> <C> <C> <C> <C>
Contribution of Abekas
acquisition $ 51,432,000 $ -- $ -- $ -- $ --
Reimbursement of research
and development expenses
net of royalty payable (royalty
payable net of reimbursement
of research and development
expenses) (4,824,658) 391,525 (2,609,334) 985,360 (531,267)
Utilization of tax benefits -- 204,325 3,207,101 690,969 2,810,195
------------ ------------ ------------ ------------ ------------
$ 46,607,342 $ 595,850 $ 597,767 $ 1,676,329 $ 2,278,928
============ ============ ============ ============ ============
</TABLE>
7. Income Taxes
The Company is included in the consolidated U.S. federal tax return with
other U.S. affiliates, owned by the U.S. Parent Company. All available
federal tax losses through September 30, 1998 have been utilized in the
consolidated return for such periods and, as a result, are not available to
provide any tax benefit to the Company in future periods.
The provision for income taxes consists of the following:
Nine Months Ended
Years Ended December 31, September 30,
----------------------------------- ---------------------
1995 1996 1997 1997 1998
--------- --------- --------- --------- ---------
(unaudited)
Current:
U.S. federal $ 490,000 $(592,000) $ --
State and local 155,000 -- -- $ -- $ --
Foreign -- 76,384 77,201 57,901 --
--------- --------- --------- --------- ---------
645,000 (515,616) 77,201 57,901 --
========= ========= ========= ========= =========
16
<PAGE>
Scitex Digital Video Division
Notes to Combined Consolidated Financial Statements
<TABLE>
Deferred tax assets and liabilities consist of the following:
<CAPTION>
December 31, September 30,
---------------------------------- -------------
1996 1997 1998
------------ ------------ ------------
(unaudited)
<S> <C> <C> <C>
Deferred tax assets:
Net operating loss and other carryforwards $ 422,376 $ 735,168 $ 1,127,885
Accruals and reserves 2,216,241 2,863,076 3,242,013
Intangible assets 3,820,130 4,819,200 16,954,385
Research and development credits 1,131,519 1,685,511 1,685,511
------------ ------------ ------------
7,590,266 10,102,955 23,009,794
------------ ------------ ------------
Deferred tax liabilities:
Depreciation $ 114,117 $ 160,672 $ 57,180
------------ ------------ ------------
Net deferred tax assets 7,476,149 9,942,283 22,952,614
Less: Valuation allowance (7,476,149) (9,942,283) (22,952,614)
------------ ------------ ------------
$ -- $ -- $ --
------------ ------------ ------------
</TABLE>
Management believes that, based on a number of factors, it is more likely
than not that the benefit of deferred tax assets will not be utilized on a
stand alone basis, and, accordingly a full valuation allowance has been
recorded. The valuation allowance increased by $3,857,281, $2,466,134 and
$13,010,331 (unaudited) for the years ended December 31, 1996 and 1997 and
for the nine months ended September 30, 1998.
17
<PAGE>
Scitex Digital Video Division
Notes to Combined Consolidated Financial Statements
At December 31, 1997 and at September 30, 1998, the Company had no federal
and $14,137,865 and $21,690,103 (unaudited) of state net operating loss
carryforwards available to offset future taxable income which expire in
varying amounts beginning in 2001. Under the Tax Reform Act of 1986, the
amounts of and benefits from net operating loss carryforwards may be
impaired or limited in certain circumstances. Such events which cause
limitations in the amount of net operating losses that the Company may
utilize in any one year include, but are not limited to, a cumulative
ownership change of more than 50%, as defined, over a three year period. At
December 31, 1997 and at September 30, 1998, the Company also had
approximately $2,170,616 of research and development credits which expire
in varying amounts beginning in 2010.
8. Commitments
Leases
The Company leases office space under noncancelable operating leases with
various expiration dates through July 2003. Rent expense for the years
ended December 31, 1995, 1996 and 1997 amounted to $595,491, $1,824,087 and
$1,394,455, respectively. The terms of certain facility leases provide for
rental payments on a graduated scale. The Company recognizes rent expense
on a straight-line basis over the lease period, and has accrued for rent
expense incurred but not paid.
Future minimum lease payments, net of amounts payable related to facilities
that the Company does not intend to use and under noncancelable leases, are
as follows:
Operating
Leases
--------
Three months ended December 31, 1998 $292,684
Year ended December 31, 1999 211,663
Year ended December 31, 2000 127,951
--------
Total minimum lease payments $632,298
========
9. Contingent Liabilities
The Company has entered into financing agreements with third-party
financing companies under which long-term financing (generally three to
five years) is provided to customers in connection with the purchase of the
Company's products. Under the terms of these agreements, the third-party
financing companies have recourse against the Company in an amount equal to
the outstanding balance, including interest, owed by the customers to the
financing company in the event of default by the customers.
18
<PAGE>
Scitex Digital Video Division
Notes to Combined Consolidated Financial Statements
At September 30, 1998, the Company was contingently liable to the financing
companies under these arrangements in the amount of approximately $400,000.
The Company has established provisions for estimated potential losses which
may be incurred in the event of default under the agreements.
10. Employee Benefit Plans
The Company sponsors a 401(k) defined contribution plan covering all
employees. Contributions made by the Company are determined annually by
management. Employer contributions under this plan amounted to $474,452,
$426,903 and $455,074 for the years ended December 31, 1995, 1996 and 1997,
respectively, and $185,372 (unaudited) and $445,064 (unaudited) for the
period ended September 30, 1997 and 1998, respectively.
The Parent Company's Board of Directors approved the Scitex International
Key Employees Stock Option Plan 1991 (as amended, 1995), for officers and
other key employees of non-Israeli subsidiaries, under which, options to
purchase the Parent Company's shares were granted to the Company's key
employees. Option awards may be granted under the plan up to September
2001. The maximum term of an option may not exceed ten years. The options
granted, vest over four years from the date of grant.
<TABLE>
A summary of activity for the purchase of ordinary shares in Scitex
Corporation Ltd. under the stock option plans at December 31, 1996 and 1997
and as at September 30, 1998, and changes during years ended December 31,
1996 and 1997 and the first nine months of 1998, is presented below:
<CAPTION>
Year Ended Year Ended Nine Months Ended
December 31, 1996 December 31, 1997 September 30, 1998
--------------------------- --------------------------- ---------------------------
(unaudited)
Weighted Weighted Weighted
Average Average Average
Exercise Exercise Exercise
Number Price Number Price Number Price
--------- --------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Options outstanding at
beginning of period $ 35,000 $ 17.00 $ 229,000 $ 14.99 $ 67,000 $ 14.96
Changes during period
Granted 217,000 $ 14.55 -- -- -- --
Forfeited (23,000) $ 14.38 (162,000) $ 14.93 (21,000) $ 14.38
--------- --------- ---------
Options outstanding at
end of period 229,000 $ 14.94 67,000 $ 14.96 46,000 $ 15.23
--------- --------- ---------
Options exercisable at
end of period 41,000 $ 15.50 37,250 $ 15.17 30,500 $ 15.67
========= ========= =========
</TABLE>
19
<PAGE>
Scitex Digital Video Division
Notes to Combined Consolidated Financial Statements
Options Outstanding Options Exercisable at
at September 30, 1998 September 30, 1998
-------------------------- --------------------------
(unaudited) (unaudited)
Weighted
Average
Remaining
Exercise Number Contractual Number Exercise
Price Outstanding Life Exercisable Price
----- ----------- ---- ----------- -----
$ 14.38 31,000 7.25 15,500 $ 14.38
$ 17.00 15,000 6.17 15,000 $ 17.00
------ ------
46,000 30,500
====== ======
Had compensation cost for the Company's stock-based compensation plan been
determined based on the fair value at the grant dates for the awards under
a method prescribed by SFAS No. 123, the affect on Company's net loss would
have been immaterial.
The Company calculated the fair value of each option grant on the date of
grant using the Black-Scholes pricing method with the following
assumptions: dividend yield at 0%; volatility of 45%; weighted average
expected option term of 2.5 years; risk free interest rate of 4.72% to
6.10% for the year ended December 31, 1996. The weighted average fair value
of options granted during 1996 was $4.46.
11. Selected Balance Sheets and Income Statements Data
<TABLE>
The following data present revenues according to the geographic location in
which the revenues were recorded.
<CAPTION>
Nine Months Ended
Years Ended December 31, September 30,
--------------------------------------- -------------------------
1995 1996 1997 1997 1998
----------- ----------- ----------- ----------- -----------
(unaudited)
<S> <C> <C> <C> <C> <C>
United States $21,083,125 $39,567,352 $33,423,782 $27,919,888 $16,558,466
Europe 14,952,000 17,491,000 13,409,000 11,668,000 3,810,000
Far East 8,318,000 12,207,000 8,787,000 7,787,000 2,038,000
Other 893,575 1,677,000 2,405,463 1,721,463 727,000
----------- ----------- ----------- ----------- -----------
$45,246,700 $70,942,352 $58,025,245 $49,096,351 $23,133,466
=========== =========== =========== =========== ===========
</TABLE>
20
<PAGE>
Scitex Digital Video Division
Notes to Combined Consolidated Financial Statements
Identifiable assets
Identifiable assets are those assets employed in, or associated with, each
geographic area.
December 31, September 30,
---------------------------- -------------
1996 1997 1998
----------- ----------- -----------
(Unaudited)
United States $76,165,227 $57,600,684 $14,124,124
Europe 1,001,420 697,196 738,744
Israel and other 8,262,032 6,823,913 1,496,358
----------- ----------- -----------
$85,428,679 $65,121,793 $16,359,226
=========== =========== ===========
<TABLE>
Selling, general and administrative
<CAPTION>
Nine Months Ended
Years Ended December 31, September 30,
--------------------------------------- -------------------------
1995 1996 1997 1997 1998
----------- ----------- ----------- ----------- -----------
(unaudited)
<S> <C> <C> <C> <C> <C>
Selling and marketing $ 6,204,900 $16,105,918 $13,737,228 $10,185,224 $ 7,972,450
General and administrative* 1,924,100 4,572,360 3,773,586 2,971,776 1,943,956
----------- ----------- ----------- ----------- -----------
$ 8,129,000 $20,678,278 $17,510,814 $13,157,000 $ 9,916,406
----------- ----------- ----------- ----------- -----------
*Including net change in
allowance for doubtful
accounts and direct
write-off of bad debt $ 77,900 $ 472,564 $ 598,000 $ 410,500 $ 410,500
=========== =========== =========== =========== ===========
</TABLE>
12. Subsequent Events
On December 10, 1998, substantially all of the assets and certain
liabilities of Scitex Digital Video Division were acquired by Accom Inc.
for approximately $8 million in cash, a note receivable and warrants to
purchase 1,000,000 shares of Accom Inc. common stock. The term of the
warrants is ten years; 250,000 warrants are exercisable at a price of $1.00
per share, while the remaining 750,000 warrants are exercisable at a price
of $3.00 per share.
21
<PAGE>
(b) Pro Forma Financial Information.
On December 10, 1998, Accom, Inc., a Delaware corporation (the "Company"),
acquired substantially all of the assets of Scitex Digital Video, Inc., a
Massachusetts corporation ("SDV"). The Company also acquired substantially all
of the assets of Scitex Digital Video (Europe) Limited, a private limited
company incorporated in England and Wales ("SDVE"), and Scitex Digital Video
(Asia Pacific), Inc., a California corporation ("SDVAP"). In addition, the
Company acquired certain intangible personal property of Scitex Corporation
Ltd., an Israel corporation ("Scitex Corporation"), related to SDV's business.
These acquisitions were consummated pursuant to an Asset Purchase Agreement (the
"Asset Purchase Agreement"), dated as of December 10, 1998, by and among the
Company, SDV, SDVE, SDVAP, Scitex Development Corp., a Massachusetts corporation
("Scitex Development"), and Scitex Corporation.
The Company acquired the assets described in the above paragraph in
exchange for: (i) $7,893,400 in cash, (ii) a warrant for 250,000 shares of the
Company's common stock, (iii) a warrant for 750,000 shares of the Company's
common stock, and (iv) non-negotiable subordinated promissory notes of the
Company in the aggregate amount of $2,065,000. As further consideration, the
Company assumed certain liabilities of the Scitex entities listed in the above
paragraph.
The unaudited pro forma statements of operations have been prepared by
combining the historical financial statements of the Company with the historical
financial statements of SDV, SDVE and SDVAP. Pro forma adjustments have been
applied to the combined amounts assuming the acquisition had occurred as of
January 1, 1998, October 1, 1996, October 1, 1995 and October 1, 1994.
The pro forma financial information is intended for informational purposes
only and is not necessarily indicative of the future financial position or
results of operations of the consolidated company after the acquisition. In
addition, the pro forma financial information is not necessarily indicative of
the actual results that would have occurred had the acquisition been effected on
January 1, 1998, October 1, 1996, October 1, 1995 and October 1, 1994. The pro
forma statements of operations and accompanying notes should be read in
connection with and are qualified by the historical financial statements of the
Company and notes thereto.
22
<PAGE>
<TABLE>
Accom, Inc.
Unaudited Pro Forma
Condensed Consolidated Statement of Operations
For the Nine Months Ended September 30, 1998
(in thousands, except per share data)
<CAPTION>
Nine months ended September 30,
1998
----------------------------
Scitex Digital Pro Forma Pro Forma
Accom, Inc. Video Adjustments As Adjusted
----------- ----- ----------- -----------
<S> <C> <C> <C> <C>
Sales $ 8,484 $ 23,134 $ -- $ 31,618
Cost of sales 4,432 21,085(1) -- 25,517
-------- -------- -------- ---------
Gross profit 4,052 2,049 -- 6,101
Operating expenses 7,184 51,584(1) (4,312)(a)(b) 54,456
-------- -------- -------- ---------
Operating loss (3,132) (49,535) 4,312 (48,355)
Other income (expense) 127 (701) (350)(c) (924)
-------- -------- -------- ---------
Loss before provision
for income taxes (3,005) (50,236) 3,962 (49,279)
Provision for income taxes 18 -- -- 18
-------- -------- -------- ---------
Net loss $ (3,023) $(50,236) $ 3,962 $(49,297)
======== ======== ======== =========
Net loss per share-
basic and diluted $ (0.45) -- -- $ (4.88)
======== ======== ======== =========
Weighted average
shares outstanding-
basic and diluted 6,658 -- 3,450(d) 10,108
======== ======== ======== =========
</TABLE>
23
<PAGE>
<TABLE>
Accom, Inc.
Unaudited Pro Forma
Condensed Consolidated Statement of Operations
For the Twelve Months Ended September 30, 1997
and December 31, 1997
(in thousands, except per share data)
<CAPTION>
Twelve months ended
-------------------------------
September 30, December 31,
1997 1997
-------------------------------
Scitex Digital Pro Forma Pro Forma
Accom, Inc. Video Adjustments As Adjusted
----------- ----- ----------- -----------
<S> <C> <C> <C> <C>
Sales $ 17,627 $ 58,025 $ -- $ 75,652
Cost of sales 11,034 39,178(1) -- 50,212
-------- -------- -------- --------
Gross profit 6,593 18,847 -- 25,440
Operating expenses 11,250 35,647(1) (6,365)(a)(b) 40,532
-------- -------- -------- --------
Operating loss (4,657) (16,800) 6,365 (15,092)
Other income (expense) 176 (923) (466)(c) (1,213)
-------- -------- -------- --------
Loss before provision
for income taxes (4,481) (17,723) 5,899 (16,305)
Provision for income taxes 9 77 -- 86
-------- -------- -------- --------
Net loss $ (4,490) $(17,800) $ 5,899 $(16,391)
======== ======== ======== ========
Net loss per share-
Basic and diluted $ (0.68) -- -- $ (1.63)
======== ======== ======== ========
Weighted average
shares outstanding-
Basic and diluted 6,587 -- 3,450(d) 10,037
======== ======== ======== ========
</TABLE>
24
<PAGE>
<TABLE>
Accom, Inc.
Unaudited Pro Forma
Condensed Consolidated Statement of Operations
For the Twelve Months Ended September 30, 1996
and December 31, 1996
(in thousands, except per share data)
<CAPTION>
Twelve months ended
--------------------------------
September 30, December 31,
1996 1996
-------------------------------
Scitex Digital Pro Forma Pro Forma
Accom, Inc. Video Adjustments As Adjusted
----------- ----- ----------- -----------
<S> <C> <C> <C> <C>
Sales $ 21,408 $ 70,942 $ -- $ 92,350
Cost of sales 11,010 47,728(1) -- 58,738
-------- -------- -------- --------
Gross profit 10,398 23,214 -- 33,612
Operating expenses 12,019 39,660(1) (6,756)(a)(b) 44,923
-------- -------- -------- --------
Operating loss (1,621) (16,446) 6,756 (11,311)
Other income (expense) 209 (65) (466)(c) (322)
-------- -------- -------- --------
Loss before
benefit from
income taxes (1,412) (16,511) 6,290 (11,633)
Benefit
from income taxes (496) (516) -- (1,012)
-------- -------- -------- --------
Net loss $ (916) $(15,995) $ 6,290 $(10,621)
======== ======== ======== ========
Net loss per share-
Basic and diluted $ (0.14) -- -- $ (1.07)
======== ======== ======== ========
Weighted average
shares outstanding-
Basic and diluted 6,439 -- 3,450(d) 9,889
======== ======== ======== ========
</TABLE>
25
<PAGE>
<TABLE>
Accom, Inc.
Unaudited Pro Forma
Condensed Consolidated Statement of Operations
For the Twelve Months Ended September 30, 1995
and December 31, 1995
(in thousands, except per share data)
<CAPTION>
Twelve months ended
---------------------------------
September 30, December 31,
1995 1995
---------------------------------
Scitex Digital Pro Forma Pro Forma
Accom, Inc. Video Adjustments As Adjusted
----------- ----- ----------- -----------
<S> <C> <C> <C> <C>
Sales $ 21,312 $ 45,247 $ -- $ 66,559
Cost of sales 10,137 23,880(1) -- 34,017
-------- -------- -------- --------
Gross profit 11,175 21,367 -- 32,542
Operating expenses 21,967 17,544(1) (2,454)(a)(b) 37,057
-------- -------- -------- --------
Operating loss (10,792) 3,823 2,454 (4,515)
Other income (expense) (180) 69 (466)(c) (577)
-------- -------- -------- --------
Loss before provision
for (benefit from)
income taxes (10,972) 3,892 1,988 (5,092)
Provision for (benefit
from) income taxes (132) 645 -- 513
-------- -------- -------- --------
Net loss $(10,840) $ 3,247 $ 1,988 $ (5,605)
======== ======== ======== ========
Net loss per share-
Basic and diluted $ (3.85) -- -- $ (0.89)
======== ======== ======== ========
Weighted average
shares outstanding-
basic and diluted 2,816 -- 3,450(d) 6,266
======== ======== ======== ========
</TABLE>
26
<PAGE>
Accom, Inc. and Scitex Digital Video, Inc.
Notes to Pro Forma Condensed Consolidated Statement of Operations
1. The Statement of Operations of Scitex Digital Video, Inc. ("SDV"), Scitex
Digital Video (Europe) Limited ("SDVE"), and Scitex Digital Video (Asia
Pacific) ("SDVAP") have been modified by reclassifying certain expenses
from cost of sales to operating expenses. The expenses reclassified relate
to customer service expenses. The reclassification was done to reflect the
historic treatment of customer service expenses in the Statement of
Operations for Accom. The following table summarizes the reclassification:
Operating
Period Cost of Sales Expenses
- --------------------------------------------------------------------------------
(in thousands)
For the nine months ending September 30, 1998 $(406) $ 406
For the twelve months ending December 31, 1997 $(428) $ 428
For the twelve months ending December 31, 1996 $(158) $ 158
For the twelve months ending December 31, 1995 $(145) $ 145
2. The pro forma statements of operations include the following adjustments:
(a) To reflect the elimination of the amortization charge relating to SDV
goodwill not valued by Accom.
(b) To reflect amortization of intangibles resulting from the SDV
acquisition
(c) To reflect interest on debt incurred by Accom in financing the SDV
acquisition
(d) To reflect an increase in the number of shares of common stock
outstanding which were acquired by Accom directors and an officer of
the Company as part of and as a result of the SDV acquisition.
27
<PAGE>
(c) Exhibits
23.1 Consent of PricewaterhouseCoopers LLP, Independent Accountants
28
<PAGE>
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.
ACCOM, INC.,
a Delaware corporation
By: /s/ JUNAID SHEIKH
-------------------------------
Name: Junaid Sheikh
Title: Chief Executive Officer
April 5, 2000
29
EXHIBIT 23.1
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Registration
Statement on Form 8-K/A (No.000-26620) of Accom, Inc. of our report dated
February 11, 1998 relating to the financial statements of Scitex Digital Video,
Inc., which appears in the Current Report on Form 8-K/A of Accom, Inc.
PricewaterhouseCoopers LLP
San Jose, California
April 6, 2000
