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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
November 23, 1999
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Date of Report (Date of earliest event reported)
TERAGLOBAL COMMUNICATIONS CORP.
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(Exact name of registrant as specified in its charter)
DELAWARE 0-25115 33-0827963
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(State or other jurisdiction of (Commission (IRS Employer
incorporation) File Number) Identification No.)
9171 Towne Centre Drive, 6th Floor
San Diego, California 92122
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(Address of principal executive offices)
(858) 404-5500
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(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
TeraGlobal Communications Corp.'s TechnoVision Communications, Inc.
subsidiary entered into a negotiated agreement to resolve two litigation
cases pending against it. Details of the agreement are set forth in the press
release attached to this report and incorporated herein by reference.
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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.
TERAGLOBAL COMMUNICATIONS CORP.
Dated: November 23, 1999 By: /s/ DAVID FANN
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David Fann
Chief Executive Officer
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INDEX TO EXHIBITS
Exhibit 99.1 TeraGlobal Communications Corp. Press Release dated
November 23, 1999
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EXHIBIT 99.1
[TERAGLOBAL COMMUNICATIONS LETTERHEAD]
For Immediate Release
TERAGLOBAL COMMUNICATIONS RESOLVES LITIGATION
SAN DIEGO, CALIFORNIA (NOVEMBER 23, 1999) -- TeraGlobal Communications Corp.
(OTC-BB:TGCC) announced that its TechnoVision subsidiary has reached a
negotiated agreement to resolve two litigation cases pending against it. The
cases were brought in San Diego Superior Court (Case Nos. 717275 and 724427),
and were set to begin trial on November 15, 1999. Details of the agreement
are confidential.
The first case involved claims of breach of contract, misrepresentation and
fraud in connection with the execution and delivery of a Settlement Agreement
entered into between TechnoVision and the plaintiff on April 17, 1997. The
plaintiff sought to invalidate the Settlement Agreement, and to cause
TeraGlobal to issue the shareholder 625,000 shares of its common stock and to
pay attorneys' fees and expenses. The case was resolved without the issuance
of additional shares of either company's stock.
The second case was a derivative action brought in the name of TechnoVision,
and stated a cause of action for breach of fiduciary duty against certain
former officers and directors and alleged officers and directors of
TechnoVision.
"We are pleased to put these cases behind us," said David Fann, President of
TechnoVision and Chief Executive Officer of TeraGlobal. "While we maintain
that TechnoVision and the other defendants did nothing wrong, this
negotiated resolution allows us to avoid attorneys' fees, the opportunity
cost of the time involved in pursuing our defense, and the uncertainty of the
outcome in a trial."
TeraGlobal acquired a 99.4% interest in TechnoVision pursuant to an exchange
offer which was consummated in August 1998. In that offer, TeraGlobal offered
one share of its common stock for every two shares of TechnoVision stock
surrendered. TechnoVision has been engaged in the videoconferencing market
since 1995. Technovision is a systems integrator offering videoconferencing
products under the names "TeraConference" and "The POTS Box."
- -- TeraGlobal Communications Corp.'s new TeraMedia Service allows customers
to share media-rich (voice/video/data) communications and collaboration
across a secure, dedicated all-ATM network. The service integrates the
hardware, software, network, and advanced compression technology necessary to
deliver real-time, point-to-point and point-to-multipoint, interactive
communications and collaboration solutions -- saving customers time and money
while enhancing workflow efficiency and personal productivity. It has been
described as revolutionary in its ability to transform the organizational
communications landscape.
Contacts: TeraGlobal Sales Organization TeraGlobal Corporate Relations
[email protected] Susan Wilson (media)
-------------------- Darren Seed (investors)
(858) 404-5500 [email protected]
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www.teraglobal.com (858) 404-5500
