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)
August 30, 2000
Focus Enhancements, Inc.
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(Exact name of Registrant as specified in its Charter)
Deleware 04-3186320
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(State or other jurisdiction (IRS Employer
of incorporation) Identification Number)
1-11860
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(SEC File No.)
600 Research Drive, Wilmington, Massachusetts 01887
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 978-988-5888
Not Applicable
(Former name or former address, if changed since last Report)
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INFORMATION TO BE INCLUDED IN REPORT
Item 5. Other Events
On August 30, 2000, Focus Enhancements, Inc., and its wholly owned
subsidiary PC Video Conversion, Inc. (collectively, "Focus"), entered into an
Agreement and Plan of Merger with Videonics, Inc., Campbell, California, whereby
Focus will acquire all of the outstanding s ock of Videonics (the "Merger"). The
agreement is subject to, among other things, approval by the shareholders of
Focus and Videonics. Upon completion of the Merger, each share of Videonics
common stock would be exchanged for .87 shares of Focus common stock.
A copy of a press release issued August 31, 2000 by the Registrant is
attached hereto as Exhibit 99 and is incorporated herein by reference in its
entirety.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
Exhibit 2 -- Agreement and Plan of Merger
Exhibit 99 -- Press Release Concerning Agreement and Plan of Merger.
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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.
Focus Enhancements, Inc.
Date: September 8, 2000 By: /s/ Richard A. Nardella
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Richard A. Nardella
Principal Accounting Officer
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