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
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(State of Incorporation) (Commission File Number) (IRS Employer Identification
No.)
101 Tournament Drive
Horsham, PA 19044
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(Address of principal executive offices)
Registrant's telephone number: (215) 323-1000
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Item 5. Other Events
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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
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Exhibit 99.1 Press release dated October 6, 1999
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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.
GENERAL INSTRUMENT CORPORATION
(Registrant)
By: /s/ Robert A. Scott
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Name: Robert A. Scott
Title: Senior Vice President,
General Counsel
and Secretary
Date: October 6, 1999
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Exhibit 99.1
FOR IMMEDIATE RELEASE
Media Contact: Sharon Corbitt
Director, Communications
215-323-1873
[email protected]
Investor Contact: Dario Santana
VP, Investor Relations
215-323-1213
[email protected]
GENERAL INSTRUMENT ANNOUNCES ARBITRATION
DECISION IN BREACH OF CONTRACT DISPUTE
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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.
<PAGE>
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.
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