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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
Date of Report (Date of earliest event reported) October 12, 1999
COINSTAR, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 000-22555 91-3156448
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
COINSTAR, INC.
1800-114TH AVENUE SE
BELLEVUE, WASHINGTON 98004
(Address of principal executive offices, including zip code)
(425) 943-8000
(Registrant's telephone number, including area code)
Page 1 of 4
Exhibit Index appears on page 4
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ITEM 5. OTHER EVENTS
On October 12, 1999, Coinstar Inc. (the "Company") and Cash
Technologies Inc., parent company of CoinBank Automated Systems Inc.
("CoinBank"), announced resolution and settlement of litigation involving
patent infringement claims and counter-claims filed by the Company on June 18,
1997. The settlement provides for the dismissal with prejudice of each party's
respective claims in the litigation.
As part of this settlement of litigation, CoinBank grants Coinstar a
worldwide, perpetual, non-exclusive license to certain CoinBank technology and
a 45 day right of first refusal to purchase CoinBank Automated Systems Inc.
In consideration for the right of first refusal, CoinBank has received
$600,000 and was provided 30,000 shares of Coinstar common stock. If the
companies consummate a purchase agreement for CoinBank, the cash and stock
payment would be credited toward the purchase price.
The settlement effectively ends the dispute over the patents-in-suit
and includes a release and covenant not to sue.
Further and specific terms and conditions of the settlement are
confidential.
FORWARD LOOKING STATEMENTS
In addition to historical information contained herein, this news
release contains forward-looking statements about the Company that involve
risks and uncertainties. The Company's future actual results could differ
materially from the forward-looking statements discussed herein. Factors that
could cause or contribute to such differences include, but are not limited to,
success of the possible purchase of CoinBank, value of the licensed technology
and our continuing ability to protect our patents and proprietary rights, as
well as other risks discussed under "Risk Factors" included in the Company's
Registration Statement, as amended, on Form S-3 (No. 333-79073), its Annual
Report on Form 10-K and other reports filed with the Securities and Exchange
Commission.
Page 2 of 4
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ITEM 7. EXHIBITS
The following financial statements, pro forma financial information and
exhibits, if any, are filed as part of this report:
(a) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.
Not applicable
(b) PRO FORMA FINANCIAL INFORMATION
Not applicable
(c) EXHIBITS
99.1 Press Release, dated October 12, 1999
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SIGNATURE
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, thereunto duly authorized.
COINSTAR, INC.
By: /s/ Kirk Collamer
----------------------------------
Kirk Collamer
Vice President and Chief Financial
Officer
Dated: October 12, 1999
EXHIBIT INDEX
Exhibit Number Description
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99.1 Press Release, dated October 12, 1999
Page 4 of 4
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FOR IMMEDIATE RELEASE CONTACT: Cathy Corley Mark Scott
Coinstar Inc. Cash Technologies
(425) 943-8242 (213) 745-2000, ext. 227
COINSTAR AND CASH TECHNOLOGIES
ANNOUNCE JOINT SETTLEMENT AGREEMENT
BELLEVUE, WASH. -- OCT. 12, 1999 -- Coinstar Inc., (NASDAQ: CSTR) and Cash
Technologies Inc., (NASDAQ: CHNG), parent company of CoinBank Automated Systems
Inc., today announced they have resolved litigation involving patent
infringement claims and counter-claims originally filed by Coinstar on June 18,
1997.
The agreement provides for the dismissal of each party's respective claims in
the litigation and effectively ends the dispute over the patents-in-suit.
"We are pleased with the dismissal of the patent infringement lawsuit," said
Bruce Korman, CEO of Cash Technologies Inc. "This agreement allows us to
concentrate our energies on our business plan, particularly the completion and
upcoming deployment of our EMMA-TM- e-commerce transaction processing system."
"We agree that this settlement is in the best interests of both companies," said
Dan Gerrity, president and COO of Coinstar Inc. "It brings closure to all the
issues in dispute and eliminates the potential costs and distractions implicit
in continuing the litigation. We want to stay focused on the business of
growing and operating our coin processing network."
Cash Technologies Inc. (WWW.CASHTECHNOLOGIES.COM) develops and markets
innovative e-commerce kiosks and systems, including the EMMA transaction
processing software, the multifunction ATM-X automated teller machine (ATM)
and the CoinBank advanced self-service coin counter. The company also provides
computerized cash processing services to banks, armored carriers, rapid transit
agencies and other cash-intensive businesses.
-MORE-
COINSTAR AND COINBANK/ PAGE 2
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Coinstar and its subsidiaries provide consumers and retailers with value-added
services that increase customer loyalty and retailer profitability. The
Coinstar network currently delivers the company's self-service coin counting
product to more than 6,400 leading supermarkets in 38 states, the District of
Columbia, the United Kingdom and Canada. Consumers can call 1-800-928-CASH, or
visit http://www.findcoinstar.com for the location of the nearest Coinstar
machine.
####
Matters discussed in this release include forward-looking statements about
Cash Technologies, Inc. that involve risks and uncertainties, and actual
results may be materially different. Factors that could cause actual results
to differ include activity levels in the securities markets and other risk
factors disclosed in Cash Tech's reports to the Securities and Exchange
Commission, including its Form 10-QSB and Form 10-KSB on file with the SEC.
In addition to historical information contained herein, this news release
contains forward-looking statements about Coinstar, Inc. that involve risks and
uncertainties. Coinstar's future actual results could differ materially from
the forward-looking statements discussed herein. Factors that could cause or
contribute to such differences include, but are not limited to, success in the
timely deployment of a substantial number of additional Coinstar units,
consumer awareness and demand for Coinstar's coin processing service, success
in expanding its network and managing its growth and its ability to protect
its patents and proprietary rights as well as other risks discussed under "Risk
Factors" included in Coinstar's Registration Statement, as amended, on Form S-3
(NO.333-79073), its Annual Report on Form 10-K and other reports filed with
the Securities and Exchange Commission.
