-----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, U3i/nLx1gajfZ4Z3+aC+R/b/uhi5/BWQdd9KAA8A1CLbMsYJJDuM4/kF3TYSFNT8 F2zVm9aLeQ/M7wZdYkyNKQ== 0000725897-00-000001.txt : 20000110 0000725897-00-000001.hdr.sgml : 20000110 ACCESSION NUMBER: 0000725897-00-000001 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20000107 ITEM INFORMATION: FILED AS OF DATE: 20000107 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CIRCUIT RESEARCH LABS INC CENTRAL INDEX KEY: 0000725897 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 860344671 STATE OF INCORPORATION: AZ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-11353 FILM NUMBER: 503384 BUSINESS ADDRESS: STREET 1: 2522 W GENEVA DR CITY: TEMPE STATE: AZ ZIP: 85282 BUSINESS PHONE: 6024380888 MAIL ADDRESS: STREET 1: 2522 W GENEVA DR CITY: TEMPE STATE: AZ ZIP: 85282 8-K 1 FORM 8 - K SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 7, 2000 CIRCUIT RESEARCH LABS, INC. (Exact Name of Registrant as specified in its Charter) Arizona (State or other jurisdiction of incorporation) 0-11353 86-0344671 Commission IRS File Employer Number Identification No. 2522 West Geneva Drive Tempe, Arizona 85282 (Address of principal executive offices) (602) 438-0888 (Registrants telephone number) Item 5. Other Events Tempe, AZ January 5, 2000 - Circuit Research Labs, Inc. (OTC/BB: CRLI or the Company) and Harman International Industries, Inc. (NYSE: HAR) announced on December 27th that they have signed a letter of intent whereby CRLI will acquire Harmans Orban subsidiary. The $15 million transaction is expected to close at the end of January 2000, and will be financed by debt, the structure of which has not yet been announced. The transaction is subject to the ratification of a definitive agreement as well as customary closing conditions. Based in San Leandro, California, Orban, Inc. is a leading manufacturer of audio processing for radio and TV stations worldwide. Orban has about 75 employees and annual sales of approximately $15 million. Circuit Research Labs will retain the Orban brand and employees, including founder and chief engineer Bob Orban. The management of the Company believes this business combination is highly complementary and synergistic, since roughly 80% of Orbans products are digital and approximately 80% of Circuit Researchs products are analog. Upon the acquisition being completed the Company will soon be equipped to offer a full range of digital and analog audio processing solutions at many price points. Circuit Research Labs, Inc. manufactures and markets high quality electronic audio processing, transmission encoding and noise reduction equipment for the worldwide radio, television and professional audio markets. This Form 8K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Managements anticipation of future events is based upon assumptions regarding levels of competition, research and development results, raw material markets, the markets in which the Company operates, and stability of the regulatory environment. Further, the assumptions contained in this release may depend on the integration of the operations of Orban with those of the Company. Any of these assumptions could prove inaccurate, and therefore there can be no assurance that the forward-looking information will prove to be accurate. Date: January 7, 2000 Gary D. Clarkson Secretary -----END PRIVACY-ENHANCED MESSAGE-----