SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant
to Section 13 or 15(d) of the
Securities and Exchange Act of 1934
Date of Report (Date of earliest event reported) February 24, 1999
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ARIZONA INSTRUMENT CORPORATION
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(Exact Name of Registrant as Specified in Its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
0-12575 86-0410138
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(Commission File Number) (I.R.S. Employer Identification No.)
4114 East Wood Street, Phoenix, Arizona 85040-1941
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(Address of Principal Executive Offices) (Zip Code)
(602) 470-1414
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(Registrant's Telephone Number, Including Area Code)
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ITEM 5: OTHER EVENTS.
Following is the text of a press release of February 16, 1999.
Arizona Instrument Corporation (NASDAQ: AZIC) announced today that it had
received a letter from BP Oil Company ("BP") demanding the return of
approximately $1.9 million previously paid by BP to AZI in prior years for the
purchase of Encompass tank gauge systems, the removal of Encompass systems from
BP sites, and for the cancellation of any outstanding invoices from AZI. BP Oil
Company accounted for approximately 13% of sales generated by Arizona Instrument
Corporation for 1998.
The Company has informed BP that it disputes the bases for BP's demands
and is in the process of preparing more specific responses to the allegations
set forth in the letter.
Arizona Instrument Corporation, an ISO 9001 registered company, designs,
manufactures, and markets precision instruments used in quality control,
industrial process control, and environmental monitoring applications.
The statements in this release that are not historical facts are
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. Such forward-looking statements are subject to
certain risks and uncertainties that could cause actual events or results to
differ materially from those anticipated, including but not limited to, the
market in which the Company operates, the uncertainties associated with any
litigation that might ensue (including judicial interpretation of the facts or
law, or both, differing from AZI's interpretations, competition, product
information and delivery schedules, profit margins, demand for inventory,
stability of costs, timing and maintenance of orders, stability of the
regulatory environment and other factors. Any of these assumptions may prove
inaccurate and therefore there can be no assurance the forward-looking
information will prove to be accurate.
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.
ARIZONA INSTRUMENT CORPORATION
(Registrant)
February 24, 1999 By /s/ George G. Hays
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George G. Hays
President and Chief Executive Officer
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