UNITED STATES
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): September 14, 2006
Paxar Corporation
(Exact name of registrant as specified in its charter)
New York 1-9493 13-5670050
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
105 Corporate Park Drive
White Plains, New York 10604
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (914) 697-6800
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Item 1.01. Entry into a Material Definitive Agreement.
On September 14, 2006, Paxar Americas, Inc. ("Paxar"), a wholly-owned subsidiary
of Paxar Corporation (the "Registrant"), entered into a Settlement Agreement
with Zebra Technologies Corporation and certain of its subsidiaries ("Zebra")
settling Paxar's litigation against Zebra that had been pending in the United
States District Court for the Southern District of Ohio since 2003. Paxar's suit
alleged infringement of eight of its patents involving more than 50 Zebra
products. The Settlement Agreement provides for a payment to Paxar of
$63,750,000, resulting in net proceeds to the Registrant of approximately
$34,000,000. The Registrant estimates that the payment will result in GAAP
earnings of approximately $25,000,000 in the Registrant's third fiscal quarter
of 2006.
Under the Settlement Agreement, Paxar granted to Zebra an irrevocable,
perpetual, fully paid, non-exclusive, worldwide license under the patents that
were the subject of the litigation and certain related patents. The patents
involve certain software and hardware incorporated into printers. The license
with respect to four of the patents does not commence until September 2009.
The press release issued by the Registrant in connection with the above matter
is annexed as an exhibit hereto and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
Exhibit 99.1 Press Release of Paxar Corporation dated September 14, 2006
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 hereunto duly authorized.
PAXAR CORPORATION
(Registrant)
Date: September 19, 2006 By: /s/ Richard A. Maue
---------------------------------
Richard A. Maue
Vice President and Controller