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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
August 18, 1998
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Date of report (Date of earliest event reported)
GEMSTAR INTERNATIONAL GROUP LIMITED
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(Exact name of Registrant as specified in its Charter)
BRITISH VIRGIN ISLANDS 0-26878 N/A
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(State of incorporation) (Commission File No.) (IRS Employer
or other jurisdiction) Identification No.)
135 NORTH LOS ROBLES AVENUE
SUITE 800
PASADENA, CALIFORNIA 91101
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(Address of principal executive offices and, including Zip Code)
(626) 792-5700
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(Registrant's telephone number, including area code)
N/A
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
A copy of the press release issued by Gemstar International Group
Limited, a British Virgin Islands corporation (the "Company"), on August 18,
1998 is filed as Exhibit 99.1 to this Current Report and is incorporated herein
by reference.
Item 7. Financial Statements, Pro Forma
Financial Information and Exhibits.
(c) Exhibits
99.1 Press Release issued by the Company on August 18, 1998.
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Dated: August 19, 1998
GEMSTAR INTERNATIONAL GROUP LIMITED
Registrant
By: /s/ LARRY GOLDBERG
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Name: Larry Goldberg
Title: Secretary
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EXHIBIT INDEX
Exhibit No. Description
99.1 Press Release issued by the Company on August 18, 1998
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EXHIBIT 99.1
[LOGO OF GEMSTAR INTERNATIONAL GROUP LIMITED]
FOR IMMEDIATE RELEASE
August 18, 1998
CONTACT: Elsie Leung, Chief Financial Officer Adam Weiner/Jason Lynch
Sallie Manson, Investor Relations Kekst & Company
Gemstar International Group Limited 212 521-4800
626 792-5700
GEMSTAR INTERNATIONAL GROUP LIMITED
ANNOUNCES $100 MILLION SHARE-REPURCHASE PLAN
PASADENA, CALIFORNIA -- Gemstar International Group Limited (NASDAQ:GMSTF)
announced today that its board of directors has authorized the repurchase by the
Company of up to $100 million of its common stock. The purchases will be made in
the open market at prevailing prices, or in privately negotiated transactions at
then prevailing prices.
"The board's decision confirms its confidence in the Company's future
potential and its ability to execute its strategic plans," said Henry C. Yuen,
chief executive officer of Gemstar. "The Company has a strong cash position and
has been generating significant cash from operations. In view of these factors,
as well as the Company's current stock price level, we believe that repurchasing
our shares is a sound and attractive use of cash."
Gemstar is advised by Lazard Freres & Co., LLC.
Gemstar develops, markets and licenses proprietary technologies and systems
aimed at making technology user-friendly for consumers. Gemstar's technology and
intellectual property are licensed to major companies in the consumer
electronics, satellite, cable and personal computer industries, including Aiwa,
Akai, Cox, Daewoo, Funai, GTE, Hitachi, Hughes Network Systems, JVC, LG
Electronics (Goldstar), Matsushita (Panasonic, Quasar), MediaOne, Microsoft,
Mitsubishi, Orion, Philips (Magnavox, Philips), Samsung, Sanyo,
Scientific-Atlanta, Sharp, Shintom, Sony, Southern New England Telephone,
Thomson (GE, Proscan, RCA), Time Warner, Toshiba, Uniden and Zenith.
135 North Los Robles Avenue, Suite 800, Pasadena, CA 91101 USA
Phone 626 792-5700 Fax 626 792-5037
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Gemstar has 62 issued U.S. patents in the general area of audio-visual
technologies with over 1,000 claims and 73 foreign patents with over 1,000
claims. The Company continues to pursue a worldwide patent prosecution program
and has 135 pending U.S. patent applications and 161 pending foreign patent
applications.
Gemstar is a leading provider of electronic program guide services, which
allow a user to view a television program guide on screen, obtain details about
a show, sort shows by themes or categories, and select shows for tuning or
recording, all through the remote control. In the United States, data for
Gemstar's electronic program guide services are carried on the ABC, FOX, CBS,
NBC, UPN and PBS networks by hundreds of over-the-air broadcast stations and on
a number of cable systems. Gemstar's interactive program guide has been built
into a number of models of new televisions, VCRs and TV/VCR combination units,
and has been launched in Canada, Taiwan and Japan, in addition to the United
States. Gemstar's electronic program guide is also licensed to cable, telco and
MMDS service providers, and has been integrated into direct broadcast satellite
receivers, digital and advanced analog cable set-top boxes, PCTV and other
Internet devices.
Gemstar's VCR Plus+ instant programming system is a world standard for VCR
programming. VCR Plus+ allows a user to record a television show simply by
entering a number -- the PlusCode(R) number -- printed in television program
guides. The PlusCode numbers are published by over 1,800 newspapers and
television program guides worldwide, with a combined circulation of over 330
million. The VCR Plus+ system has been licensed to virtually every major
television and VCR manufacturer and is available in 40 countries including the
United States, Canada, United Kingdom, Continental Europe, Japan, Southeast
Asia, Australia, New Zealand, South America and South Africa.
This press release contains forward-looking statements which involve risks
and uncertainties, some of which are discussed from time to time in the
Company's reports on file with the Securities and Exchange Commission. The
Company's actual results in the future may differ significantly from the results
discussed in the forward-looking statements.
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EDITORS: VCR Plus+ and PlusCode are registered trademarks of Gemstar
Development Corporation. GUIDE Plus+ and GUIDE Plus+ Gold are trademarks of
Gemstar Development Corporation. StarSight is a registered trademark of
StarSight Telecast, Inc. Other product names used herein are for identification
purposes only and may be trademarks of their respective companies.
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