-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BGPUPzSLw7wNQFYKOwpMrNJq0aTsv/nUPA/U997Rx21g5WeZglxI5CA45tAooSh5 TE36E76nelR/MCpp5pcLZw== 0000893750-99-000544.txt : 19991018 0000893750-99-000544.hdr.sgml : 19991018 ACCESSION NUMBER: 0000893750-99-000544 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991006 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19991007 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENERAL INSTRUMENT CORP CENTRAL INDEX KEY: 0001035881 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 364134221 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-12925 FILM NUMBER: 99724748 BUSINESS ADDRESS: STREET 1: 101 TOURNAMENT DRIVE CITY: HORSHAM STATE: PA ZIP: 19044 BUSINESS PHONE: 2153231000 MAIL ADDRESS: STREET 1: 101 TOURNAMENT DRIVE CITY: HORSHAM STATE: PA ZIP: 19044 FORMER COMPANY: FORMER CONFORMED NAME: NEXTLEVEL SYSTEMS INC DATE OF NAME CHANGE: 19970314 8-K 1 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): October 6, 1999 GENERAL INSTRUMENT CORPORATION (Exact Name of registrant specified in its charter) Delaware 001-12925 36-4134221 - ----------------------- ---------------------- --------------------------- (State of Incorporation) (Commission File Number) (IRS Employer Identification No.) 101 Tournament Drive Horsham, PA 19044 -------------------------------------- (Address of principal executive offices) Registrant's telephone number: (215) 323-1000 Item 5. Other Events ------------ On October 6, 1999, General Instrument Corporation announced that an American Arbitration Association panel released an interim decision in the breach of contract dispute between General Instrument Corporation and StarSight Telecast, Inc., a unit of Gemstar International Group, Ltd. The press release is attached as Exhibit 99.1 hereto. Item 7. Financial Statements and Exhibits --------------------------------- Exhibit 99.1 Press release dated October 6, 1999 -2- 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. GENERAL INSTRUMENT CORPORATION (Registrant) By: /s/ Robert A. Scott ----------------------- Name: Robert A. Scott Title: Senior Vice President, General Counsel and Secretary Date: October 6, 1999 -3- EX-99.1 2 Exhibit 99.1 FOR IMMEDIATE RELEASE Media Contact: Sharon Corbitt Director, Communications 215-323-1873 scorbitt@gi.com Investor Contact: Dario Santana VP, Investor Relations 215-323-1213 dsantana@gi.com GENERAL INSTRUMENT ANNOUNCES ARBITRATION DECISION IN BREACH OF CONTRACT DISPUTE - ------------------------------------------------------------------------------- HORSHAM, Pa (October 6, 1999) -- General Instrument Corporation (NYSE:GIC) today announced that an American Arbitration Association panel released an interim decision in the breach of contract dispute between General Instrument and StarSight Telecast, Inc., a unit of Gemstar International Group, Ltd. (Nasdaq: GMST). Ruling with respect to General Instrument's analog set-top products only, the arbitrators found that GI had breached a 1992 license agreement and misappropriated certain StarSight trade secrets relating to electronic program guides. The arbitrators rejected StarSight's interpretation of its patents and also found that GI did not commercialize products that incorporate those patents. The panel further denied StarSight's request for an injunction. The arbitrators found that StarSight is entitled to compensatory and punitive damages. The amount of such damages will be finally determined by the arbitrators after further submissions are made by the parties later this month. General Instrument estimates that compensatory damages will be in the range of $25 to $36 million. An additional 50% of such amount will be added as punitive damages, plus attorneys fees and costs. General Instrument has not determined whether it will oppose confirmation of the damage award. In the event an award is ultimately confirmed by a court, GI would be able to satisfy the judgment without any material impact on its financial condition or future operations. A separate phase of the arbitration relating to the use of electronic program guides on digital cable set-top terminals and satellite receivers is not anticipated to be scheduled until at least the second quarter of 2000. Unlike its analog set-top products, GI does not sell a GI electronic program guide with its digital set-top products. General Instrument denies StarSight's allegations in the second phase and will continue to vigorously contest this action. About General Instrument General Instrument Corporation (NYSE: GIC) is a leading worldwide provider of integrated and interactive broadband access solutions, teaming with its business partners to lead the convergence of the Internet, telecommunications and video entertainment industries. This press release contains "forward-looking" information within the meaning of the Private Securities Litigation Reform Act of 1995, and, accordingly, the cautionary statements contained in Exhibit 99, under the caption "Forward-Looking Information" in General Instrument Corporation's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 1999, are incorporated herein by reference. Actual results might differ materially from those projected in the forward-looking statements. ### -2- -----END PRIVACY-ENHANCED MESSAGE-----