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): May 1, 2000
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PC CONNECTION, INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-23827 02-0513618
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification No.)
incorporation)
Route 101A, 730 Milford Road, Merrimack New Hampshire 03054
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (603)423-2000
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Not Applicable
(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS
On May 1, 2000, the Company issued a press release, which is attached
herewith as Exhibit 99.1, announcing a three-for-two stock split of its
outstanding shares of Common Stock to be effected in the form of a 50%
stock dividend (the "Split"). The dividend will be distributed on May 23,
2000 (the "Dividend Distribution Date") to the Company's stockholders of
record as of the close of business on May 12, 2000.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
( c) 99.1 Press Release
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.
Date: May 5, 2000 PC CONNECTION, INC.
By: /s/ Patricia Gallup
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Name: Patricia Gallup
Title: Chairman of the Board
and Chief Executive Officer
EXHIBIT INDEX
Exhibit Number Description
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99.1 Press Release
EXHIBIT 99.1
PC Connection Announces Three-for-Two Stock Split
MERRIMACK, NH--MAY 1, 2000--PC Connection, Inc. (NASDAQ: PCCC), a leading
direct marketer of business computing solutions, today announced that at
its April 28, 2000 meeting, the Board of Directors approved a three-for-two
common stock split to be effected in the form of a 50% stock dividend. The
dividend of one additional share of common stock for every two shares
currently held by stockholders will be distributed on or about May 23, 2000
to the stockholders of record as of the close of business on May 12, 2000.
The stock dividend will increase the number of outstanding shares of the
company's common stock from 16.0 million to 23.9 million shares. PC
Connection's common stock closed at $47.85 on April 28, 2000.
Commenting on the stock split, Patricia Gallup, Chairman and Chief Executive
Officer, said, "We believe PC Connection's expertise as a rapid-response
provider of information technology products and solutions to the small-and
medium-sized business market, positions us well for continued growth. The
rise in our stock price over recent periods reflects the confidence of our
stockholders, and the strong demand we continue to see for the products and
services PC Connection offers."
Gallup continued, "We believe that the stock split will directly benefit
shareholders by placing more shares in the market. The increased shares
should further improve liquidity, help increase trading activity, and support
our ongoing efforts to broaden the ownership of the company's common stock."
PC Connection, Inc. is a leading direct marketer of business computing
solutions. The Company offers over 100,000 brand-name products through its
staff of technically trained outbound sales account managers and catalog
telesales representatives, its comprehensive Web sites at
www.pcconnection.com and www.macconnection.com and its catalogs PC Connection
(1-800-800-5555) and MacConnection (1-800-800-2222). Through its full-service
Distribution and Custom-Configuration Center, PC Connection can deliver
custom-configured computer systems overnight. Yahoo recently named PC
Connection "the best place to shop for computers" and listed the Company's
web sites among the 100 Best Sites on the Internet. In recognition of its
role as a critical link between manufacturers of computer products and end
users of these products, PC Connection was the only computer reseller on the
1999 list of the "Top 100 Technology Companies that are Changing the World"
which appeared in PC Magazine. In addition, PC Connection has won PC World
Magazine's prestigious "World Class Award" eight times over the past ten
years, including 1999.
"Safe Harbor" Statement Under the Private Securities Litigation Reform Act of
1995: This release contains forward-looking statements that are subject to risks
and uncertainties, including, but not limited to, the impact of competitive
products and pricing, product availability and demand and market acceptance, new
products, fluctuations in operating results and other risks detailed under the
caption "Risk Factors" in the Company's 1999 Form 10-K/A filed with the
Securities and Exchange Commission for the year ended December 31, 1999. More
specifically, the statements in this release concerning the Company's gross
margin percentage and selling and administrative costs and other statements of a
non-historical basis (including statements regarding implementing strategies for
future growth, the ability of the Company to sustain its model of profitable
growth and the expected benefits of the Company's electronic commerce strategy)
are forward-looking statements that involve certain risks and uncertainties.
Such risks and uncertainties include the continued acceptance of the Company's
distribution channel by vendors and customers, continuation of key vendor
relationships and support programs and the ability of the Company to hire and
retain qualified sales account managers and other essential personnel.