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): January 21, 2000
SI DIAMOND TECHNOLOGY, INC.
(Exact Name of Registrant as Specified in its Charter)
TEXAS
(State or Other Jurisdiction of Incorporation)
1-11602 76-0273345
(Commission File No.) (I.R.S. Employer Identification No.)
3006 Longhorn Boulevard
Suite 107
Austin, Texas 78758
(Address of Principal Executive Offices)
512/339-5020
(Registrant's Telephone Number, Including Area Code)
<PAGE>
Item 5. Other Events
Electronic Billboard Technology, Inc., ("EBT") a wholly owned
subsidiary of SI Diamond Technology, Inc., entered into a Lease Agreement For
Electronic Billboard (the "Agreement") with Eckerd Corporation ("Eckerd")
effective as of January 21, 2000. Pursuant to the Agreement, EBT will lease
space from Eckerd locations so that it can construct electronic billboards. The
Agreement also gives EBT the right to sell advertising on these electronic
billboards. As consideration for the lease, Eckerd is entitled to an amount
equal to 10% of the gross revenues collected from advertising sold on these
electronic billboards minus all applicable sales taxes.
Item 7. Financial Statements and Exhibits.
(c) Exhibits:
10.1 Form of Lease Agreement for Electronic Billboard, dated as
January 21, 2000, by and between the Registrant and Eckerd Corporation.
99.1 News Release, "Eckerd and SI Diamond Announce an Agreement to
Install Digital Billboards for Outdoor Point-of-Sale Advertising" February 1,
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.
SI DIAMOND TECHNOLOGY, INC.
By: /S/ W. MICHAEL MURRAY
W. Michael Murray, Vice President
and General Counsel
Dated: January 21, 2000
EXHIBIT 10.1
FORM OF
LEASE AGREEMENT FOR ELECTRONIC BILLBOARD
This LEASE AGREEMENT FOR ELECTRONIC BILLBOARD (the "Agreement") is entered into
by and between ELECTRONIC BILLBOARD TECHNOLOGY, INC. (hereinafter "EBT"), a
Delaware corporation having its principal offices at 3006 Longhorn Boulevard,
Suite 107, Austin, Texas 78758; and "ECKERD CORPORATION" (hereinafter "ECKERD")
a _____________________ corporation having its principal offices at
_____________________________ (collectively the "parties" or Parties").
BACKGROUND:
THIS BACKGROUND IS INCLUDED TO ASSIST IN INTERPRETING THIS AGREEMENT AND TO
UNDERSTAND THE BASIS UPON WHICH CERTAIN TERMS AND CONDITIONS HAVE BEEN INCLUDED
IN THIS CONTRACT. IT IS NOT INTENDED, NOR SHOULD IT BE CONSTRUED, TO SUPERSEDE
OR AMEND THE SPECIFICALLY, RECITED TERMS AND CONDITIONS OF THIS AGREEMENT.
EBT produces an Electronic Billboard. Eckerd is interested in testing the use of
the Electronic Billboard at one of its pharmacy locations with the possibility
of expanding the use of Electronic Billboards at other of its locations. The
purpose of this Agreement is to establish the terms and conditions of the
initial site test.
GENERAL:
1) EBT, at its sole cost and expense, does hereby agree to erect an Electronic
Billboard (a device produced by EBT for electronically displaying
advertising messages) at the site and in the location designated on
Schedule A of this Agreement. The Electronic Billboard will be constructed
according to the specifications provided by Eckerd, which are attached
hereto and marked Schedule B. Eckerd does hereby agree to lease to EBT the
space shown on Schedule A, and such additional space around the location
marked on Schedule A as is reasonably required for EBT to erect, operate
and maintain the Electronic Billboard, on the terms and conditions as
hereafter set forth (herein, the "Lease"). The Lease specifically includes
the right of EBT to sell advertising to third parties on the Electronic
Billboard. The third parties may include local, regional and national
advertisers.
2) EBT, with the reasonable assistance of Eckerd, shall be responsible for
obtaining all necessary permits and licenses to erect, operate and maintain
the Electronic Billboard. If, for any reason, EBT is prevented by any
governmental authority from erecting and reasonably operating the
Electronic Billboard, then this Agreement shall terminate and become null
and void.
3) The Lease shall be for a period of one (1) year from the date that the
Electronic Billboard is installed and operational. However, Eckerd may
terminate the Lease at any time by giving EBT no less than 60 days written
notice of its intent to terminate the Lease. Upon the termination of the
Lease, EBT shall, at its cost and expense, remove the Electronic Billboard
and restore the location to the condition it was in prior to the
installation of the Electronic Billboard, normal wear and tear excepted.
4) As consideration for the Lease, EBT shall pay to Eckerd rental equal to ten
(10%) percent of the Advertising Revenue received from operation of the
Electronic Billboard. The aggregate collected gross cash proceeds generated
from all advertising displayed on the Electronic Billboard ("Gross
Revenue"), shall be the basis of the calculation of rental to be paid to
Eckerd. Gross Revenues shall be reduced by the amount of all applicable
sales taxes and tax levies, if any, with respect thereto to arrive at
Advertising Revenue. Rentals shall be paid monthly, on or before the 15th
day of each month.
5) EBT, at its sole cost and expense, shall be responsible for the repair and
maintenance of the Electronic Billboard. Eckerd, at its sole cost and
expense, shall be responsible for the cost of electricity to power the
Electronic Billboard.
6) EBT shall maintain all risk property casualty insurance on the Electronic
Billboard during the term of this Lease in an amount equal to 100% of the
replacement cost of the Electronic Billboard.
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7) EBT shall maintain liability insurance during the term of this Lease which
includes Eckerd as a named insured as follows
a) Commercial general liability insurance in an amount not less than
$1,000,000 per occurrence for bodily injury or property damage or
personal injury, $2,000,000 in the aggregate; and,
b) All such policies shall contain endorsements whereby the carrier agrees
that its insurance is primary and not contributory with or in excess of
any coverage which Eckerd may carry.
8) The Parties will promptly execute and deliver to each other such further
documents and take such further action as shall be required to more
effectively carry out the intent and purpose of this Agreement and the
Lease.
9) All notices, demands, or consents required or permitted under this
Agreement shall be in writing and shall be delivered personally or sent by
certified or registered mail, return receipt requested, to the appropriate
party at the address set forth in the first paragraph of this Agreement or
at such other address as shall be given by either party to the other in
writing.
10) This Agreement and the Lease shall be deemed to be made in the state of
Texas and in all respect shall be interpreted, construed, and governed by
and in accordance with the laws of the state of Texas. Venue for any action
arising under this Agreement or the Lease shall be exclusively in a court
of competent jurisdiction, state or federal, Austin, Travis County, Texas,
to the extent permissible under applicable venue rules.
11) The waiver by any party of any term or provision of this Agreement shall
not be deemed to constitute a continuing waiver thereof nor of any further
or additional rights such party may hold under this Agreement.
ENTERED INTO EFFECTIVE THIS 21ST DAY OF JANUARY, 2000.
ELECTRONIC BILLBOARD TECHNOLOGY, INC
"EBT"
By:
------------------------
Marc Eller, Chief Executive Officer
ECKERD CORPORATION
"ECKERD"
By:_____________________________
Printed Name:___________________
Title:__________________________
EXHIBIT 99.1
COMPANY CONTACT:
- --------------
Doug Baker
SI Diamond Technology, Inc.
512.339.5020 X108
FOR IMMEDIATE RELEASE
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ECKERD AND SI DIAMOND ANNOUNCE AN AGREEMENT TO INSTALL
DIGITAL BILLBOARDS FOR OUTDOOR POINT-OF-SALE ADVERTISING
AUSTIN, TEXAS, FEB. 01, 2000 - SI DIAMOND TECHNOLOGY, INC. (OTC BB: SIDT)
THROUGH ITS SUBSIDIARY, ELECTRONIC BILLBOARD TECHNOLOGY (EBT) AND ECKERD
CORPORATION, A WHOLLY OWNED SUBSIDIARY OF JCPENNEY (NYSE: JCP), announced today
they have reached an agreement to implement a pilot program for the installation
of two "sun-visible" digital billboards dedicated to outdoor, point-of-sale
advertising at Eckerd stores in Tampa, Florida. One of the signs will be located
at a newly constructed store. At the other site, EBT will retrofit an existing
sign.
These two sun-visible billboards will be utilized for outdoor, point-of-sale
advertising for Eckerd Corporation and its vendors. EBT will own the billboards
and share in the revenues generated by the sale of advertising. The
revolutionary, full-color, outdoor electronic billboards will be remotely
controlled via the Internet from one central location at Eckerd Corporation
headquarters in Tampa, Florida. The overall objective of this program will be to
install electronic billboards at Eckerd store locations throughout the United
States, combining them into one powerful network for digital advertising.
"We are very excited to have the opportunity to combine our hardware, software
and Internet technologies with an infrastructure such as Eckerd's," said Marc
Eller, chairman and chief executive officer of SIDT. "We believe our technology
will revolutionize outdoor and indoor point-of-sale advertising," continued
Eller.
"Eckerd is please to have the opportunity to explore this new concept with
SIDT", said Bob Dyer, director of advertising services for Eckerd. "The use of
this revolutionary outdoor concept presents exciting opportunities to motivate
sales, promote value added services, and reinforce our brand. We look forward to
the pilot store installations!"
SI Diamond also announced that it will hold a conference call on Wednesday,
February 2, 2000 at 10:00 a.m.CST to discuss this and other business
developments. On the day of the call, interested participants should dial (706)
645-9762 to listen to the conference call.
- more -
<PAGE>
Eckerd and SI Diamond Announce an Agreement to Install Digital Billboards for
- -----------------------------------------------------------------------------
Outdoor Point-of-Sale Advertising
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Feb.01, 2000
Page 2
SAFE HARBOR STATEMENT
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This press release contains forward-looking information within the meaning of
Section 27A of the Securities Act of 1933, and Section 21E of the Securities Act
of 1934, and is subject to the safe harbor created by those sections. The
Company's actual results could differ materially from those projected in the
forward-looking information. Future results may be impacted by risk factors
listed from time to time in SIDT's SEC reports. SI Diamond Technology, Inc.
disclaims any intent or obligation to update forward-looking information.
SI Diamond Technology is a holding company consisting of three operating
subsidiaries. The Field Emission Picture Element Technology, Inc. (FEPET)
subsidiary is developing products for applications utilizing SIDT's proprietary
field emission technology and is owned 95 percent by SIDT. The wholly owned
Electronic Billboard Technology, Inc. (EBT) subsidiary is geared toward the
commercialization of electronic digitized sign technology. Sign Builders of
America, Inc. (SBOA), a wholly owned subsidiary of EBT is a manufacturer of high
quality signage.
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