**SECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

 

**FORM 10-Q/A**

**Amendment No. 1**

 

x    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) 

OF THE SECURITIES EXCHANGE ACT OF 1934 

For theQuarterly Period Ended December 31, 2002 

OR 

 

 ̈    TRANSITION REPORTPURSUANT TO SECTION 13 OR 15(d) 

OF THE SECURITIES EXCHANGE ACT OF 1934 

For the Transition Period from              to             

 

Commission File Number 0-25400 

 

**DAISYTEK INTERNATIONAL CORPORATION**

(Exact name of registrant as specified in its charter) 

 

 

Registrant’s telephone number,including area code: **(972) 881-4700**

 

Indicate by check mark whether theregistrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) hasbeen subject to such filing requirements for the past 90 days. 

 

Yes   X       No       

 

At February 11, 2003 there were 18,551,286 shares of the registrant’s common stock outstanding, excluding 1,773,905 shares of common stock in treasury. 

EXPLANATORY NOTE 

 

This Amendment No. 1 to the Quarterly Report on Form 10-Q for the Quarterly Period Ended December 31, 2002 of Daisytek International Corporation(“Daisytek” or the “Company”) is being filed solely to amend Exhibit 10.3, a separation agreement with Mr. George Maney, former Senior Vice President – Operations, and to provide a description of a lawsuit filed by Mr. Maneysubsequent to the filing of the Form 10-Q for the Quarterly Period Ended December 31, 2002. Exhibit 10.3, as originally filed on February 14, 2003, omitted certain information with respect to which the Company was seeking confidential treatment. TheCompany has withdrawn its request for confidential treatment and has included the amended exhibit herein. 

 

During December 2002, the Company entered into a separation agreement with Mr. George Maney, Senior Vice President – Operations. The separationagreement contained covenants of confidentiality, non-competition, trade secrets/confidential information, non-disparagement and cooperation, a release and other provisions. Pursuant to separation agreement, the Company paid Mr. Maney $393,555.75 onJanuary 1, 2003. An additional $284,069.25 was due on April 1, 2003. 

 

On April 15, 2003, Mr. Maney filed a petition against the Company in state district court in Collin County, Texas alleging breach of the separation agreement, unjust enrichment, fraud and other theories. Mr. Maney seeks recovery of actualdamages, punitive and exemplary damages, interest, costs and expenses. 

 

The Company denied Mr. Maney’s allegations in the answer filed on May 12, 2003. 

 

**ITEM 6.    EXHIBITS AND REPORTS ON FORM 8-K**

 

*(a)    Exhibits.*

 
10.1   A$ Facility Agreement between GE Capital Finance PTY LTD and Daisytek Australia PTY LTD (The Company) and Daisytek Australia (QLD) PTY LTD (The Guarantor) (incorporated byreference from Quarterly Report on Form 10-Q for the Quarterly Period Ended December 31, 2002, dated February 14, 2003 (File No. 000-25400))10.2   Facilities Agreement between Daisytek – ISA Limited (as borrower) and GMAC Commercial Credit Limited (incorporated by reference from Quarterly Report on Form 10-Q for theQuarterly Period Ended December 31, 2002, dated February 14, 2003 (File No. 000-25400))10.3*  
Separation Agreement

 
* Filed herewith 

*(b)    Reports on Form 8-K.*

 

Current report on form 8-K (Items 5 and 7), dated October 24, 2002 and filed on October 25, 2002, regardingearnings for the quarter ended September 30, 2002. 

 

Current report on form 8-K (Items 5 and 7), dated November 7, 2002 and filed on November 8, 2002, regarding earnings for the quarter ended September 30, 2002. 

 

Current report on form 8-K (Items 5 and 7), dated November 14, 2002 and filed on November 15, 2002, toannounce the amendment of certain terms of Daisytek’s $250 million credit facility and the receipt of waivers of compliance with certain covenants for the quarter ended September 30, 2002. 

 

Current report on form 8-K (Item 9), dated November 14, 2002and filed on November 15, 2002, to provide the signed certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, by each of James R. Powell, President and Chief Executive Officer, andRalph Mitchell, Executive Vice President – Finance and Chief Financial Officer. 

 

**SIGNATURES**

 

Pursuant tothe 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. 

 

Date: June 12, 2003 

 

 

DAISYTEK INTERNATIONAL CORPORATION

By:
 
/s/    ERIC T. LOGAN
  Eric T. Logan  Interim Chief Financial Officer  (duly authorized officer and Principal Financial Officer)