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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): May 12, 2000
TELEVIDEO, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-11552 94-2383795
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
2345 Harris Way, San Jose, California 95131
(Address of principal executive offices, including Zip Code)
(408) 954-8333
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
INVESTMENT IN KEYIN TELECOM CO. LTD.
On May 12, 2000, TeleVideo, Inc. ("the Company") purchased an
aggregate of 15,278 ordinary shares of Keyin Telecom Co. Ltd.("Keyin"). Keyin
is a private company located in Seoul, Korea, which is engaged in developing
powerline communications technology. The Company's investment in Keyin
represents a 5.75% interest in this privately-held corporation. The cash
investment of $2,522,972 will be accounted for on the cost method of
accounting. The purchase price and other terms of the investment were arrived
at by negotiation between the Company and Keyin, with the per share price
determined by the Keyin Board of Directors in good faith based on financial
and business information and other relevant factors currently known to and
considered by the Keyin board members. The purchase price was paid for out of
the Company's working capital.
The Company has the right to participate in future sales of Keyin
securities to maintain its proportionate interest in Keyin. In the event the
Company wants to sell all or a portion of its shares, it has given Keyin and its
controlling shareholder, who is also its President and Chief Executive Officer,
a right of first refusal to purchase the shares. Keyin also agreed to keep the
Company expressly advised regarding certain specified kinds of events and
transactions that could materially impact Keyin's business, capital structure
and financial condition. Keyin has agreed that it will not transfer its
powerline communications ("PLC") technology to a third party without the prior
written consent of the Company, except in the context of a strategic technology
transfer agreement approved by the Keyin Board. The restrictions and promises in
the agreement will terminate at such time as the Company has sold at least 70%
of the shares it acquired under the agreement.
The investment agreement also contemplates that TeleVideo will
participate in a strategic alliance with Keyin under the terms of which
TeleVideo will support Keyin in its overseas marketing and sales activities
related to Keyin's PLC technology. In addition, TeleVideo and Keyin will
cooperate to incorporate Keyin's PLC technology into TeleVideo's computer
products, including the Tele-Client series. The parties contemplate entering
into a separate sales and marketing agreement to more fully document the terms
and conditions of the strategic relationship.
INVESTMENT IN BIOMAX CO, LTD.
On May 12, 2000, the Company purchased an aggregate of 45,000
ordinary shares of Biomax Co., Ltd. ("Biomax"). Biomax is a startup company
with its principal offices located in Seoul, Korea, which is engaged in
developing an herbal product to help lower cholesterol levels in humans. Its
existing technology was developed by and obtained from the Korea Research
Institute of Bioscience and Biotechnology.
The Company's investment in Biomax represents a 15% interest in this
privately-held corporation. The cash investment of $917,431 will be accounted
for on the cost method of accounting. The purchase price and other terms of
the investment were arrived at by negotiation between the Company and Biomax,
with the per share price determined by the Biomax Board of Directors in good
faith based on financial and business information and other
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relevant factors currently known to and considered by the Biomax board
members. The purchase price was paid for out of the Company's working capital.
The agreement gives the Company the right to nominate one member to the
Biomax Board of Directors. Dr. K. Philip Hwang, the Company's Chairman of the
Board and Chief Executive Officer, was nominated and elected to the Biomax
board.
The Company has the right to participate in future sales of Biomax
securities to maintain its proportionate interest in Biomax. In the event the
Company wants to sell all or a portion of its shares, it has given Biomax and
Biomax's President, who is its controlling shareholder, a right of first
refusal to purchase the shares. The controlling shareholder also must obtain
the Company's prior written consent in order to sell over 10% of Biomax.
Biomax also agreed to discuss with the Company certain specified kinds of
events and transactions that could materially impact Biomax's business,
capital structure and financial condition. The agreement further prohibits
Biomax from sharing its technology with third parties or assisting with
research and development efforts of third parties without the prior written
consent of the Company, other than in the normal course of business, and
further prohibits the controlling shareholder from engaging in businesses
that could compete with Biomax. The restrictions and promises in the
agreement will terminate at such time as the Company has sold at least 70% of
the shares it acquired under the agreement.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
The following exhibits are filed as part of this Current Report on
Form 8-K:
10.1 Share Subscription Agreement, dated as of March 27, 2000, by and among
TeleVideo, Inc., Biomax Co., Ltd. and Park Jin-Woo
10.2 Investment Agreement, dated as of February 15, 2000, by and between
TeleVideo, Inc. and Keyin Telecom Co., Ltd.
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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.
Date: June 1, 2000
TELEVIDEO, INC.
By: /s/ K. Philip Hwang
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K. Philip Hwang
CHAIRMAN OF THE BOARD AND
CHIEF EXECUTIVE OFFICER
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INDEX TO EXHIBITS
EXHIBIT
NUMBER EXHIBIT DESCRIPTION
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10.1 Share Subscription Agreement, dated as of March 27, 2000, by and among
TeleVideo, Inc., Biomax Co., Ltd. and Park Jin-Woo
10.2 Investment Agreement, dated as of February 15, 2000, by and among
TeleVideo, Inc. Keyin Telecom Co., Ltd. and Gi Won Lee
