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): July
27, 2007
ClearOne
Communications, Inc.
(Exact
Name of Registrant as Specified in Its Charter)
Utah
(State
or
Other Jurisdiction of Incorporation)
|
000-17219
|
87-0398877
|
|
|
(Commission
File Number)
|
(I.R.S.
employer
identification
number)
|
|
5225
Wiley Post Way, Suite 500
Salt
Lake City, Utah
|
84116
|
|
|
(Address
of principal executive offices)
|
(Zip
Code)
|
(801)
975-7200
(Registrant’s
Telephone Number, Including Area Code)
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
30.425)
[
]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
40.14a-12)
[
]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act
(17 CFR 240.14d-2(b))
[
]
Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange
Act
(17 CFR 240.13e-4(c))
1
Item
2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant
On
July
25, 2007, the Company was advised that the United States Attorney’s Office for
the District of Utah indicted two former officers of the Company. The Company
is
cooperating fully with the U.S. Attorney’s office in this matter and has been
advised that it is neither a target nor a subject of the investigation or
indictment.
By
virtue
of certain provisions of the Company’s Articles of Incorporation, Bylaws and
indemnification agreements with these former officers, the Company has a direct
financial obligation to indemnify each former officer for any liability and
for
all reasonable attorney’s fees and costs incurred in defending against the
charges brought by the United States Attorney. Although it is early in the
process and therefore difficult to estimate, the Company believes its financial
liability under provisions of the indemnification agreements will be material
and therefore adversely impact the Company’s financial performance for its 2008
fiscal year and possibly beyond.
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.
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CLEARONE
COMMUNICATIONS, INC.
|
||
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Date:
July 27, 2007
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By:
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/s/
Greg LeClaire
|
|
Greg
LeClaire
|
||
|
Chief
Financial Officer
|
||
2