SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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
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INSITUFORM TECHNOLOGIES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-10786 13-3032158
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
702 Spirit 40 Park Drive, Chesterfield, Missouri 63005
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number,
including area code (636) 530-8000
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Item 5. Other Events.
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AM-Liner Proceeding
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On October 6, 1999, the Registrant announced the settlement of
previously reported patent infringement proceedings initiated by
the Registrant against J.F. Pacific Liners, Inc., American Pipe &
Plastics, Inc. ("APP") and AM-Liner USA, Inc. ("AM-Liner") in the
U.S. District Court for the Northern District of California (Civil
Action No. C-95-0151 CAL) (the "Initial Proceedings"), and against
APP in the U.S. District Court for the Central District of
California (Civil Action No. SACV 99-909 DOC (EEx)) (the
"Additional Proceedings"). The court in the Initial Proceedings had
previously found that defendants had infringed one or more patents
owned by the Registrant relating to the NuPipe(R) pipe
rehabilitation process, issued a permanent injunction against the
defendants and their licensees and assessed damages in favor of the
Registrant. Appeals and cross appeals were pending.
Under the terms of the settlement, defendants acknowledge the
validity of the Registrant's patents and agree not to challenge
their validity in the future. AM-Liner and APP have further agreed
to pay the Registrant $2.7 Million, of which $1.2 Million will be
paid immediately and the balance (secured by a letter of credit)
over 42 months. Such payments will have no discernable effect on
income in the current quarter because the payments will be
recognized over the remaining life of the patents.
Under the settlement, the permanent injunction issued by the
court in the Initial Proceedings remains in place. The Registrant
also retains the right to take future legal action if the product
or process at issue in the Additional Proceedings is modified in a
manner that creates an infringement of the Registrant's patents.
Reference is hereby made to the Registrant's press release
issued October 6, 1999 attached to this Current Report as Exhibit
99, which is hereby incorporated into this item.
Item 7.
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(c) Exhibits.
The exhibit filed as part of this Current Report on Form 8-K
is listed in the attached Index to Exhibits.
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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 thereunto duly authorized.
INSITUFORM TECHNOLOGIES, INC.
By s/Robert L. Kelley
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Robert L. Kelley
Vice President-General Counsel
Dated: October 18, 1999
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INDEX TO EXHIBITS
Exhibit Description
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99 Press Release of the Registrant issued October 6,
1999
Exhibit 99
(BW) (MO-INSITUFORM) (INSUA) Insituform Technologies, Inc. Settles
Patent Infringement Case with AM-Liner USA
Chesterfield, MO.-(Business Wire)-October 6, 1999-Insituform
Technologies, Inc. (NASDAQ: INSUA) ("Insituform") announced today
that it will receive $2.7 million from AM-Liner USA, Inc. and other
defendants in settlement of patent infringement litigation.
The Federal District Court in San Francisco had previously
found that AM-Liner USA, Inc. ("AM-Liner"), American Pipe &
Plastics, Inc. and J.F. Pacific Liners, Inc. had infringed one or
more patents owned by Insituform relating to the NuPipe(R) pipe
rehabilitation process. The Court issued a permanent injunction
against the defendants and their licensees and assessed damages in
favor of Insituform. Appeals and cross appeals were pending and
Insituform had filed another suit against AM-Liner and one of its
licensees in Los Angeles for infringement of an additional NuPipe
patent.
The parties have agreed to resolve all outstanding patent
litigation between them. Under the terms of the settlement, AM-
Liner acknowledges the validity of Insituform's U.S. Patents No.
4,867,921, No. 5,244,624 and No. 5,368,809 and agrees not to
challenge their validity in the future. AM-Liner agrees to pay
Insituform $2.7 million, of which $1.2 million will be paid
immediately and the balance over 42 months. The remaining payments
are secured by a letter of credit. This settlement will have no
discernable effect on income in the current quarter because the
payments will be recognized over the remaining life of the patents.
All appeals of the San Francisco case will be dismissed, as
well as the case filed in Los Angeles. The permanent injunction
issued by the Federal Court in San Francisco remains in place.
Based on disclosures and warranties from AM-Liner regarding
its product and process commonly referred to as AM-Liner II,
Insituform has agreed not to assert specified patent claims against
AM-Liner II. Further, Insituform retains the right to take future
legal action if AM-Liner modifies its AM-Liner II product or
process in a manner that creates an infringement of Insituform's
patents.
Commenting, Anthony W. Hooper, Chairman of the Board,
President and Chief Executive Officer of the Company, stated: "We
are pleased to bring this case to a close. The infringement of our
patents has been stopped and we are receiving substantial financial
compensation."
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Insituform Technologies, Inc. is a leading worldwide provider
of proprietary technologies, and services for rehabilitating sewer,
water and other underground piping systems without digging and
disruption. More information about Insituform can be found on its
Internet site at www.insituform.com
CONTACT: Insituform Technologies, Inc.
Anthony W. Hooper, Chairman, President & CEO
636/530-8000
