UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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) April 16, 1997
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Commission file number: 0-11552
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TeleVideo, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 94-2383795
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(State or other jurisdiction (IRS Employer
of incorporation) Identification No.)
2345 Harris Way, San Jose, California 95131
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(Address of principal executive offices)
Registrant's telephone number, including area code: (408) 954-8333
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On April 16, 1997, TeleVideo, Inc. (formerly, TeleVideo Systems, Inc.)
(the "Company") entered into a Common Stock Purchase Agreement with Applied
Photonics Technology, Inc., a California Corporation ("APT") whereby the Company
purchased 30% of the Common Stock of APT. In consideration for the issuance of
the APT stock, the Company agreed to pay $3,000,000 to APT: $2,000,000 payable
on the day of closing and the remaining $1,000,000 payable 90 days after
closing.
Founded in October 1996, APT is a high-tech engineering firm specializing
in the development of electronics display technology. The markets for APT's
Outdoor Media Display system include the high end of the billboard and
illuminated sign markets, sports stadiums and arenas, transportation terminals,
volume retailers and malls, and safety/public information displays.
The authorized capital of APT consists of no shares of Preferred Stock and
20,000,000 shares of Common Stock, of which 5,593,800 shares are issued and
outstanding. Except for options representing an aggregate of 1,000,000 shares
issuable in the future in consideration of contributions by key employees and
certain consultants of APT, TeleVideo received Common Stock equal to 30% of all
issued and outstanding shares as of closing date, for a total of 1,678,140
shares. The Company funded the purchase of the Common Stock through the
retirement of its Time Deposits.
ITEM 5. OTHER EVENTS
On April 22, 1997, the Company filed a Certificate of Amendment of its
Certificate of Incorporation, thereby changing its name from TeleVideo Systems,
Inc. to TeleVideo, Inc.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
The following exhibits are filed as part of this Current Report on Form
8-K:
Exhibit
Number Exhibit
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3.1 Certificate of Incorporation, as amended
10.11 Common Stock Purchase Agreement between Applied Photonics
Technology, Inc. and the Company, dated April 16, 1997
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SIGNATURES
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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.
TELEVIDEO, INC.
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(Registrant)
Date: April 30, 1997 By: /s/ K. Philip Hwang
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Dr. K. Philip Hwang
Chairman of the Board and
Chief Executive Officer
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