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): May 22, 1996
RECOTON CORPORATION
(Exact name of registrant as specified in charter)
New York 0-5860 11-1771737
(State or other jurisdic- (Commission (IRS Employer
tion of incorporation) File Number) Identification No.)
2950 Lake Emma Road, Lake Mary, Florida 32746
(Address of principal executive offices, including Zip Code)
Registrant's telephone number, including area code: 407-333-8900
N.A.
(Former name or former address, if changed since last report)
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There is no exhibit index
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Item 5. Other Events
By complaint dated May 20, 1996 (received by the Company on or about May
22, 1996), Harbor Finance Partners ("Harbor") has brought an action on behalf of
a purported class of stockholders of International Jensen Incorporated
("Jensen") (other than the defendants and their affiliates) against Jensen and
its directors, as well as the Company and its wholly-owned subsidiary RC
Acquisition Sub, Inc. ("Acquisition"), relating to the agreement between Jensen
and the Company pursuant to which Jensen would be merged into Acquisition and
various related agreements (Harbor Finance Partners v. Robert G. Shaw, et.al.
(Chancery Court, Delaware, Civil Action No. 15006). The claims alleged by Harbor
are in many respects similar to the claims alleged by Randi Marcus in the
litigation disclosed in the Company's Form 10-Q for the quarter ended March 31,
1996. The complaint seeks to enjoin the consummation of the merger, to rescind
any consummated merger, to require a stockholders' committee to participate in
the sale process and to award damages for the individual defendants' purported
breaches of fiduciary duty and Recoton's and Acquisition's alleged aiding and
abetting of such breaches of fiduciary duties by the individual defendants. The
time for Recoton and Acquisition to respond to the complaint has not yet
elapsed. Recoton believes that the claims are without merit and intends to
defend against them vigorously.
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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.
RECOTON CORPORATION
By: /s/ Stuart Mont
Name: Stuart Mont
Title: Chief Operating Officer
and Executive Vice
President - Operations
Dated: May 24, 1996
