Harman Kardon 2007 Annual Report Download - page 80

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67
Below we present sales, long-lived assets and net assets by geographic area as of and for the years ended
June 30, 2007, 2006 and 2005. Net sales are attributable to geographic areas based upon the location of
the business unit executing the sale.
Years Ended June 30,
($000s omitted) 2007 2006 2005
Net sales:
U.S. $
759,159 708,564 633,780
Germany
1,590,886 1,415,871 1,335,720
Other Europe
631,514 578,401 573,133
Other
569,585 545,061 488,256
Total $
3,551,144 3,247,897 3,030,889
Long-lived assets:
U.S. $
490,069 383,406 303,806
Germany
485,222 444,063 412,979
Other Europe
125,474 113,288 118,651
Other
174,950 164,547 168,474
Total $
1,275,915 1,105,304 1,003,910
Net Assets
U.S. $
405,588 385,096 23,706
Germany
577,142 353,572 632,383
Other Europe
324,992 276,738 211,759
Other
186,319 212,758 193,100
Total $
1,494,041 1,228,164 1,060,948
Note 14 - Commitments and Contingencies
On May 8, 2007, Helen Rodgers Living Trust filed a putative class action lawsuit against Harman and all
of its directors in the Superior Court of the District of Columbia. The lawsuit purports to be brought on
behalf of all common stockholders of Harman and alleges that Harman’s directors breached their
fiduciary duties to Harman stockholders by entering into the merger agreement. The original complaint
alleged that the consideration to be offered to Harman stockholders under the merger agreement is
“inadequate” and that the merger agreement “inequitably favors . . . insiders” of Harman. The complaint
also alleged that the termination fee in the merger agreement was excessive, that Harman’s directors
purportedly would not “fairly and adequately” evaluate any alternative bids, and that the provision in the
merger agreement that allowed Harman to solicit proposals for alternative bidders during a 50-day period
ending in June 2007 was “illusory.”
On June 20, 2007, Parent filed a registration statement on Form S-4 with the Securities and Exchange
Commission that included a proxy statement/prospectus related to the proposed merger. Shortly
thereafter, plaintiff filed its first amended complaint on June 29, 2007. While the first amended complaint
continued to raise the allegations made in the original complaint, the new focus of plaintiff’s case was that
the merger agreement “inequitably favors . . . insiders” of Harman by allowing such insiders to exchange
otherwise worthless “underwater” options (options with an exercise price over $120 per share) for Parent
shares on a “one option for one Parent share basis,” and by allowing them to separately negotiate with
Parent for more favorable treatment of their options. The first amended complaint also alleged that the