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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 (Date of earliest event reported)
August 28, 2000
PRINTRAK INTERNATIONAL INC.
(Exact name of registrant as specified in its charter)
Delaware 000-20719 33-0070547
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
1250 N. Tustin Avenue, Anaheim, California 92807
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (714) 238-2000
Not applicable
(Former name or former address, if changed since last report.)
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ITEM 5. OTHER EVENTS
On August 28, 2000, Printrak International Inc. (the "Registrant")
issued a press release regarding an agreement (the "Merger Agreement") among
Motorola, Inc. ("Motorola"), the Registrant, Panther Acquisition Corp., a
wholly-owned subsidiary of Motorola ("Acquisition Sub") and the Giles Living
Trust UDT dated December 17, 1993, The Giles Family Foundation, and The Smith
Family Revocable Trust dated October 2, 1992 (collectively referred to herein as
the "Registrant's Majority Stockholders") pursuant to which Acquisition Sub will
be merged (the "Merger") with and into Registrant, with Registrant surviving the
Merger as a wholly-owned subsidiary of Motorola. On August 28, 2000 the
Registrant's Majority Stockholders executed a written consent of stockholders
approving the terms and authorizing the execution of the Merger Agreement by the
Registrant.
Under the Merger Agreement, Motorola has agreed to pay $12.1406 per
share for all the outstanding common stock and common stock equivalents of
Registrant for an aggregate merger consideration of approximately $160 million.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) EXHIBITS
EXHIBIT NUMBER DESCRIPTION
99.1 Press Release dated as of August 29, 2000
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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.
PRINTRAK INTERNATIONAL INC.
September 7, 2000 /s/ Richard M. Giles
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Richard M. Giles
Chief Executive Officer and President
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EXHIBIT INDEX
EXHIBIT DESCRIPTION
NUMBER
99.1 Press Release dated as of August 29, 2000
