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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Form 10-K/A
[X]ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Fiscal Year Ended December 31, 1998
OR
[_]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (No fee required)
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COMMUNICATIONS INSTRUMENTS, INC.
(Exact name of registrant as specified in its charter)
North Carolina 56-182-82-70
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1396 Charlotte Highway, Fairview, NC 28730
(Address of principal executive (Zip Code)
offices)
Registrant's telephone number, including area code: (828)628-1711
Securities registered pursuant to Section 12 (b) of the Act:
NONE
Securities registered pursuant to Section 12 (g) of the Act:
NONE
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(b) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. [X] Yes [_] No
All of the voting stock of the registrant is held by an affiliate of the
registrant.
On March 31, 1999, the registrant had 1,000 shares of common stock
outstanding.
Indicate by check mark if disclosures of delinquent filers pursuant to Item
405 of regulation S-K (Section 229.405 of this chapter) is not contained
herein, and will not be contained, to the best of registrant's knowledge, in
definitive proxy or information statements incorporated by reference in Part
III of this Form 10-K or any amendment to this Form 10-K. [_]
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Explanatory Note
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On March 31, 1999, Communications Instruments, Inc. filed its Annual Report
on form 10-K for the Fiscal Year Ended December 31, 1998. Due to an inadvertent
error in transmission, however, the Annual Report was filed without a signature
page. As such, this Amendment on form 10-K/A is filed solely for the purpose of
supplementing such Annual Report with its proper signature page.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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 on March 31, 1999.
COMMUNICATIONS INSTRUMENTS, INC.
By: /s/ Ramzi A. Dabbagh
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Ramzi A. Dabbagh,
Chairman of the Board and Chief
Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below, by the following persons on behalf of the
registrant and in the capacities indicated on March 31, 1999.
Signature Capacity
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* Chairman of the Board, Chief Executive
- -------------------------------------- Officer and Director (Principal
Ramzi A. Dabbagh Executive Officer)
* Chief Financial Officer (Principal
- ------------------------------------- Financial Officer and Principal
Richard Heggelund Accounting Officer)
* President, Chief Operating Officer,
- -------------------------------------- and Director
Michael A. Steinbeck
* Executive Vice President and Business
- ------------------------------------- Development Director
G. Daniel Taylor
* Director
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Brian P. Simmons
* Director
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Andrew W. Code
* Director
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Steven R. Brown
* Director
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Jon S. Vesely
* Director
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Donald Dangott
* The undersigned, by signing his name hereto, does sign and execute this report
pursuant to the Power of Attorney executed by the above named officers and
directors of the registrant and filed with the Securities and Exchange
Commission on behalf of such officers and directors.
/s/ Ramzi A. Dabbagh
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Ramzi A. Dabbagh
Attorney-in-Fact
EXHIBIT 24.1
POWER OF ATTORNEY
COMMUNICATIONS INSTRUMENTS, INC.
KNOW ALL MEN BY THESE PRESENTS, that each person whose name appears
below constitutes and appoints Ramzi A. Dabbagh and Richard Heggelund and each
of them, his true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for and in his name, place and stead, in any
and all capacities which such person serves or may serve with respect to
Communications Instruments, Inc., to sign the Annual Report on Form 10-K of
Communications Instruments, Inc. for the fiscal year ended December 31, 1998,
and any or all amendments to such Annual Report, and to file the same, with all
exhibits thereto, and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorneys-in-fact and
agents, and each of them, full power and authority to do and perform each and
every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as he might or could do in
person, hereby ratifying and confirming all that said attorneys-in-fact and
agents or any of them, or heir or his substitutes, may lawfully do or cause to
by virtue hereof.
This power of attorney has been signed as of the 29th day of March, 1998, by the
following persons.
/s/ Ramzi A. Dabbagh /s/ Richard Heggelund
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Ramzi A. Dabbagh, Richard Heggelund,
Chairman of the Board, Chief Executive Chief Financial Officer
Officer and Director
/s/ Michael A. Steinbeck /s/ G. Daniel Taylor
- -------------------------------------- -------------------------------------
Michael A. Steinbeck, G. Daniel Taylor,
Chief Operating Officer, President Executive Vice President of Business
and Director Development and Director
/s/ Brian P. Simmons /s/ Andrew W. Code
- -------------------------------------- -------------------------------------
Brian P. Simmons, Andrew W. Code,
Director Director
/s/ Steven R. Brown /s/ Jon S. Vesely
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Steven R. Brown, Jon S. Vesely,
Director Director
/s/ Donald Dangott
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Donald Dangott,
Director
