-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UWChT/ebQEDbRxRUMro5Qn9P/KQDS7qzH+2IsIB2IkQ3MCQ+QoQT0nRX2CLtrcxE JOUfrOnt+FU44d0USEvwgA== 0000215419-04-000066.txt : 20040805 0000215419-04-000066.hdr.sgml : 20040805 20040805160814 ACCESSION NUMBER: 0000215419-04-000066 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040805 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040805 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHECKPOINT SYSTEMS INC CENTRAL INDEX KEY: 0000215419 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATIONS EQUIPMENT, NEC [3669] IRS NUMBER: 221895850 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11257 FILM NUMBER: 04954889 BUSINESS ADDRESS: STREET 1: 101 WOLF DR STREET 2: P O 188 CITY: THOROFARE STATE: NJ ZIP: 08086 BUSINESS PHONE: 856-384-2460 MAIL ADDRESS: STREET 1: 101 WOLF DRIVE CITY: THOROFARE, STATE: NJ ZIP: 08086 8-K 1 form8k8504.txt FORM 8-K AUGUST 5, 2004 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 8-K AMENDMENT TO 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 5, 2004 Checkpoint Systems, Inc. -------------------------------------------------------------- (Exact name of registrant as specified in its charter) Pennsylvania ------------------------------------------------------------ (State or other jurisdiction of incorporation or organization) 1-11257 22-1895850 ------------------------ -------------------------------- (Commission File Number) (I.R.S. Employer Identification No.) 101 Wolf Drive, P.O. Box 188, Thorofare, New Jersey 08086 ------------------------------------------------------------------- (Address of principal executive offices) (856) 848-1800 ----------------------------------------------------------------- (Registrant's telephone number, including area code) N/A ------------------------------------------------------------------ (Former name or address, if changed since last report) Item 5. Other Events ------ ------------ On August 5, 2004, the Registrant (the "Company") issued a press release announcing it reached a settlement agreement in the antitrust, tortious interference and unfair competition lawsuit brought by ID Security Systems Canada Inc. (ID Systems) and that it has revised its second quarter 2004 financial results. Under the terms of the settlement agreement, Checkpoint paid $19.95 million today to ID Systems. Accordingly, Checkpoint has recorded a charge for the quarter ending June 27, 2004 in the amount of $14.87 million, net of tax, to reflect the settlement. After the effect of the charge, the Company recorded a net loss for the second quarter 2004 of $6.44 million, or $0.17 per diluted share. On July 27, 2004, Checkpoint reported net earnings of $8.43 million, or $0.22 per diluted share for the second quarter 2004. The revised second quarter financial results have been reported in the Company's second quarter Form 10-Q which is being filed with the Securities and Exchange Commission today. Item 7. Financial Statements and Exhibits ------ --------------------------------- 1. Exhibits Press release dated August 5, 2004. Signature --------- Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: August 5, 2004 Checkpoint Systems, Inc. /s/George W. Off - ------------------------ Chairman and Chief Executive Officer EXHIBIT INDEX ------------- EXHIBIT NO. DESCRIPTION OF EXHIBITS - ----------- ----------------------- 99 Press release dated August 5, 2004 EX-99 2 exh998504.txt PRESS RELEASE DATED AUGUST 5 2004 COMPANY CONTACT: Checkpoint Systems, Inc. Craig Burns Executive Vice President, Chief Financial Officer and Treasurer (856) 848-1800 INVESTOR RELATIONS CONTACTS: Christine Mohrmann, Jim Olecki Financial Dynamics (212) 850-5600 FOR IMMEDIATE RELEASE CHECKPOINT SYSTEMS, INC. REACHES SETTLEMENT IN ID SECURITY SYSTEMS CANADA INC. LAWSUIT --------------------------------------------- Revises Second Quarter 2004 Financial Results Thorofare, New Jersey, August 5, 2004 - Checkpoint Systems, Inc. (NYSE: CKP) today announced that it has reached a settlement agreement in the antitrust, tortious interference and unfair competition lawsuit brought by ID Security Systems Canada Inc. (ID Systems). Under the terms of the settlement agreement, Checkpoint paid $19.95 million today to ID Systems. Accordingly, Checkpoint has recorded a charge for the quarter ending June 27, 2004 in the amount of $14.87 million, net of tax, to reflect the settlement. After the effect of the charge, the Company recorded a net loss for the second quarter 2004 of $6.44 million, or $0.17 per diluted share. On July 27, 2004, Checkpoint reported net earnings of $8.43 million, or $0.22 per diluted share for the second quarter 2004. The revised second quarter financial results have been reported in the Company's second quarter Form 10-Q which is being filed with the Securities and Exchange Commission today. "We believe that the settlement is in the best interest of the company to put this matter behind us and to avoid the risks, burden, and expenses of continued litigation. Previous financial guidance should be adjusted for this one-time charge," said George Off, Chairman and Chief Executive Officer of Checkpoint Systems. Background - ---------- In February 1999, ID Systems filed suit against Checkpoint citing federal antitrust and state law tort claims. On May 24, 2002, judgment was entered on the jury verdict in favor of ID Systems, after trebling, in the amount of $79.17 million plus attorneys' fees and costs, which were to be determined by the Court. On March 28, 2003, the Court issued an order, which vacated the jury verdict on the antitrust claims and reduced the damages award related to tortious interference and unfair competition from $19.00 million to $13.00 million. On May 20, 2003, the Court further reduced the judgment from $13.00 million to $10.89 million. Prior to settlement, both ID Systems and Checkpoint were appealing the decision to the Federal Third Circuit Court of Appeals. Checkpoint Systems, Inc. is a multinational company that manufactures and markets labeling systems designed to improve efficiency, reduce costs, and provide value-added label solutions for customers across many markets and industries. Checkpoint is a leading provider of EAS and RFID systems, source tagging, barcode labeling systems, hand-held labeling systems and retail merchandising systems. Applications include automatic identification, retail security and pricing and promotional labels. Operating directly in 30 countries, Checkpoint has a global network of subsidiaries and provides professional customer service and technical support around the world. Checkpoint Systems, Inc.'s website is located at www.checkpointsystems.com. Safe Harbor Statement This press release may include information that could constitute forward-looking statements made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995. Any such forward-looking statements may involve risk and uncertainties that could cause actual results to differ materially from any future results encompassed within the forward-looking statements. Factors that could cause or contribute to such differences include those matters disclosed in the Company's Securities and Exchange Commission filings. -----END PRIVACY-ENHANCED MESSAGE-----