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): February 7, 2000
HARVEY ELECTRONICS, INC.
(Exact name of registrant as specified in its charter)
NEW YORK 1-4626 13-1534671
(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification Number)
incorporation)
205 Chubb Avenue, Lyndhurst, New Jersey 07071
- --------------------------------------------------------------------------------
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (201) 842-0078
N/A
- --------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
<PAGE>
Item 5. Other Events
On February 7, 2000, Harvey Electronics, Inc. (the "Company") terminated
its agreement in principle to merge with CoolAudio.com, Inc.
Reference is made to the Company's related press release attached hereto as
Exhibit 99.01 and incorporated by reference herein (including, without
limitation, the information set forth in the cautionary statement contained in
the sixth paragraph of the press release).
Item 7. Financial Statements and Exhibits
(c) Exhibits
99.01 Press Release dated February 7, 2000.
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.
HARVEY ELECTRONICS, INC.
By: ________________________________________
Joseph J. Calabrese, Executive Vice President
Chief Financial Officer, Treasurer, and Secretary
Date: February 7, 2000
<PAGE>
Exhibit 99.01
For Immediate Release
Harvey Electronics, Inc.
Announces the Termination of its
Proposed Merger with CoolAudio.com, Inc.
Lyndhurst, NJ - February 7, 2000 Harvey Electronics, Inc. (the "Company",
"Harvey" or "Harvey Electronics") (NASDAQ SmallCap Market: symbols "HRVE" and
"HRVEW") announced that it and CoolAudio.com, Inc. mutually agreed to terminate
their agreement in principle to merge.
Franklin Karp, President of Harvey, stated that "The two companies were unable
to conclude the negotiation of final terms of the proposed merger. Harvey is now
reviewing our alternatives and developing a strategic plan for enhancing
shareholder value."
From time to time, information provided by the Company, statements made by its
employees or information included in its filings with the Securities and
Exchange Commission may contain statements, which are so-called "forward-looking
statements" and not historical facts. These forward-looking statements are made
pursuant to the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. The Company's actual future results may differ significantly
from those stated in any forward-looking statements. Forward-looking statements
involve a number of risks and uncertainties, including, but not limited to,
product demand, pricing, market acceptance, litigation, risks in product and
technology development and other risk factors detailed in the Company's
Prospectus dated March 31, 1998 and from time to time in the Company's
Securities and Exchange Commission reports including its Form 10-KSB, Forms
10-QSB and Forms 8-K.
Harvey Electronics is a leading New York based retailer of high quality,
exclusive home theater and audio products. The Company currently operates six
Harvey locations: two in Manhattan and four suburban locations in Paramus, New
Jersey; Mt. Kisco, New York; Greenwich, Connecticut; and in Greenvale/Roslyn, on
the north shore of Long Island. The new Bang & Olufsen branded store in the
Union Square area of lower Manhattan is the Company's seventh store.
Please visit a Harvey showroom or our Bang & Olufsen store at Broadway and 21st
and ask about our Trade-In and Trade-Up Program. Turn your ordinary audio
components into cash, to be used toward the extraordinary products you have
always wanted. Experience Harvey home theater 1, 2, 3, our good, better and best
home theater systems, each including a high definition television, DVD player
and one, easy to operate, remote control.
Visit Harvey Electronics on-line at www.harveyonline.com.
<PAGE>
February 7, 2000 (continued)
Page 2 - Press Release
For information about Harvey product offerings on eBay, visit www.ebay.com.
Search by Seller and enter the user ID as harveyelectronics to view all Harvey
product offerings.
For information about product offerings on E/Town: The Home Electronics Guide,
please visit the E/Town website at www.e-town.com.
CONTACTS:
Michael E. Recca, Chairman of the Board
Tel. (914) 712-0620
Fax (914) 738-7651
Franklin C. Karp, President
Joseph J. Calabrese, Executive Vice President & CFO
Harvey Electronics, Inc.
Tel. (201) 842-0078
Fax (201) 842-0660
