-----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, LaQA/3IjR10fvGUUY5n0ZjBEFs9SIFcUk/9fHArghM/CrOvOnHNZo5LeHp0f5jCr IF98DXwGIzONPG7HOx1qWQ== 0000950130-99-006874.txt : 19991207 0000950130-99-006874.hdr.sgml : 19991207 ACCESSION NUMBER: 0000950130-99-006874 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991129 ITEM INFORMATION: FILED AS OF DATE: 19991206 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTERTAN INC CENTRAL INDEX KEY: 0000803227 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-RADIO TV & CONSUMER ELECTRONICS STORES [5731] IRS NUMBER: 752130875 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-10062 FILM NUMBER: 99769017 BUSINESS ADDRESS: STREET 1: 201 MAIN STREET SUITE 1805 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 8173489701 MAIL ADDRESS: STREET 1: 201 MAIN ST STREET 2: STE 1805 CITY: FORT WORTH STATE: TX ZIP: 76102 8-K 1 FORM 8-K UNITED STATES 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: November 29, 1999 (Date of earliest event reported) InterTAN, Inc. (Exact name of Registrant as specified in its charter) Delaware 1-10062 75-2130875 (State of Incorporation) (Commission File No.) (I.R.S. Employer Identification No.) 3300 Highway #7, Suite 904 Concord, Ontario, Canada L4K 4M3 (Address of principal executive offices) (Postal Code) Registrant's telephone number, including area code: (905) 760-9701 Item 5. Other Events ------------ At a special meeting of the Board of Directors of the Registrant held on November 29, 1999, the Board authorized that a 50% stock dividend on the issued and outstanding shares of Common Stock of the Registrant be paid in authorized but unissued shares of Common Stock on January 13, 2000 to stockholders of record of shares of Common Stock at the close of business on December 16, 1999. At that same meeting, the Board of Directors of the Registrant authorized the repurchase of up to 1,500,000 shares of Common Stock (on a post stock dividend basis) from time to time either through open market purchases or through privately negotiated transactions at prices as are determined by the Board or a Committee thereof so designated by the Board. 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 thereunto duly authorized. InterTAN, Inc. December 6, 1999 By: /s/ Jeffrey A. Losch -------------------- Jeffrey A. Losch Vice President, Secretary and General Counsel 3 INDEX TO EXHIBITS Exhibit No. Description - ----------- ----------- 1 Copy of Press Release, released on November 30, 1999, that announces the stock split in the nature of a stock dividend and the implementation of a stock repurchase program. 4 EX-1 2 COPY OF PRESS RELEASE, RELEASED ON 11/30/1999 [LOGO] InterTAN, Inc. 3300 Highway #7, Ste. 904, Concord, Ontario L4K 4M3 NEWS RELEASE FOR IMMEDIATE RELEASE - --------------------- James G. Gingerich November 30, 1999 Executive Vice President and Chief Financial Officer IT-00-010 (905) 760-9706 INTERTAN, INC. ANNOUNCES FIRST STOCK SPLIT (3:2); SHARE REPURCHASE PROGRAM TORONTO, ONTARIO, November 30, 1999 - InterTAN, Inc. (NYSE: ITN, TSE: ITA), a leading international retailer of RadioShack(R) and other products, today announced the approval of a three-for-two split of its common stock; the first stock split in the history of the Company. The three-for-two split was approved by the Board of Directors in the form of a 50% common stock dividend to be mailed on January 13, 2000, to stockholders of record on December 16, 1999. The Company also announced today that its Board of Directors have authorized the Company to repurchase up to 1,500,000 shares of its outstanding common stock (on a post-split basis) from time to time dependent on market conditions. Common stock purchased under the authorization will be made on the open market or through privately negotiated transactions at prices determined by the Chairman of the Board or a designate Committee. "Both of these initiatives clearly demonstrates the Board of Directors' confidence in the future of InterTAN," said Ron G. Stegall, Chairman of the Board. "Our first stock split will reward our stockholders for their continued support by increasing the liquidity and visibility of the stock. The stock repurchase program reflects our belief, a belief supported by many of our institutional stockholders, that the stock price is undervalued relative to the performance of the Company and its future prospects and that this program represents a beneficial utilization of the Company's resources, when administered in a complementary manner with the Company's overall capital expenditure program." "These actions represent an acknowledgment that our long term strategic initiatives are successfully delivering on our long-term commitment of enhancing shareholder value. We will aggressively pursue growth opportunities for InterTAN, many of which we have outlined to our shareholders, while from time to time as conditions warrant, use capital to repurchase shares," said Brian E. Levy, President and Chief Executive Officer. - more - InterTAN, Inc., headquartered in Toronto, Ontario, operates through approximately 1,100 company retail stores and dealer outlets in Canada and Australia under the trade names of RadioShackO and Tandy ElectronicsO , respectively. The Company will announce its November sales results Monday, December 6, 1999. Except for the historical information disclosed in this press release, certain information, including statements regarding future sales, profits and success, constitutes forward-looking statements that involve risks and uncertainties including, but not limited to, international economic conditions, interest and foreign exchange rate fluctuations, various tax issues, product demand, competitive products and pricing, availability of products, inventory risks due to shifts in market conditions, the regulatory and trade environment, real estate market fluctuations, certain aspects of Year 2000 compliance and other risks indicated in filings with the Securities and Exchange Commission such as InterTAN's previously filed periodic reports, including its Form 10-K for the 1999 fiscal year. Actual results may materially vary. ****** -----END PRIVACY-ENHANCED MESSAGE-----