MSII » Topics » Item 8.01 Other Events

This excerpt taken from the MSII 8-K filed Oct 15, 2008.

Item 8.01  Other Events

 

The Company has scheduled its annual meeting of stockholders for December 18, 2008. The record date for the annual meeting is November 10, 2008.

 

The scheduled date of this year’s annual meeting constitutes a change of more than 30 days from the anniversary of last year’s annual meeting, which was held on February 13, 2008. As a result, in accordance with rules promulgated under the Securities Exchange Act of 1934, as amended, the Company has extended the deadline for submitting stockholder proposals pursuant to Rule 14a-8 for inclusion in the proxy statement and for submitting non-Rule 14a-8 stockholder proposals for presentation at the annual meeting. In last year’s proxy statement, the Company requested that stockholder proposals be delivered by August 31, 2008. The Company did not receive any stockholder proposals in connection with this year’s annual meeting by August 31, 2008 or subsequently through October 14, 2008. The new deadline is the close of business on October 22, 2008.

 

Stockholder proposals should be delivered to the Company’s executive offices at the following address: Media Sciences International, Inc., 8 Allerman Road, Oakland, New Jersey 07436, Attention: Corporate Secretary. The Company recommends that such proposals be sent by certified mail, return receipt requested. Such proposals will also need to comply with the rules of the Securities and Exchange Commission regarding the inclusion of stockholder proposals in the Company’s proxy materials, and may be omitted if not in compliance with applicable requirements.

 

 

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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.

 

 

MEDIA SCIENCES INTERNATIONAL, INC.

 

 

Date: October 15, 2008

By:   /s/ Kevan D. Bloomgren                            

 

Kevan D. Bloomgren

 

Chief Financial Officer

 

 

 

 

 

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This excerpt taken from the MSII 8-K filed Dec 10, 2007.

Item 8.01  Other Events.

 

The Company has rescheduled the date of its annual meeting of stockholders to February 13, 2008. The new record date for the annual meeting is January 7, 2008. This is a rescheduling of the annual meeting previously proposed to be held on December 14, 2007 with a record date of October 31, 2007. The Company's proxy materials regarding its annual meeting filed with the Securities and Exchange Commission on November 6, 2007 will be revised accordingly. The Company will provide additional information with respect to the annual meeting in an amended proxy statement to be filed with the Securities and Exchange Commission and distributed to stockholders.

 

The date of the annual meeting constitutes a change of more than 30 days from the anniversary of last year’s annual meeting. As a result, in accordance with Rule 14a-8 under the Exchange Act, as amended, the Company has set a new deadline for submitting stockholder proposals for inclusion in the annual meeting and related proxy materials and for submitting proposals for presentation at the annual meeting. The new deadline is December 28, 2007. The Company did not receive any stockholder proposals in connection with this year’s annual meeting by August 31, 2007.

 

The submission of a stockholder proposal does not guarantee that it will be included in the Company’s proxy statement. Proposals for inclusion in our proxy statement or for presentation at the annual meeting must be submitted to us in writing at c/o Media Sciences International, Inc., 8 Allerman Road, Oakland, New Jersey 07436, Attention: Secretary. There are additional requirements regarding proposals of stockholders, and a stockholder contemplating submission of a proposal is referred to Rule 14a-8 promulgated under the Securities Exchange Act of 1934.

 

 

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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.

 

 

MEDIA SCIENCES INTERNATIONAL, INC.

 

 

Date: December 10, 2007

By:   /s/ Kevan D. Bloomgren                            

 

Kevan D. Bloomgren

 

Chief Financial Officer

 

 

 

 

 

 

 

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This excerpt taken from the MSII 8-K filed Apr 2, 2007.

Item 8.01 Other Events.

On March 30, 2007, Media Sciences International, Inc. (the “Company”) entered into a proposal and Preliminary Term Sheet (the “Term Sheet”) with PNC Bank, National Association. The Term Sheet is for a $10 million secured line of credit (the “Credit Facility”), which is to replace the Company’s current $3 million line of credit, and it is also for a $1 million secured equipment/lease line (the “Lease/Term Facility”). The Credit Facility is to be guaranteed by the Company’s domestic subsidiaries, and to be secured by the assets of the Company and its domestic subsidiaries, and by a 65% equity interest in the Company’s foreign subsidiaries. The interest rate on the Credit Facility is anticipated to be at the bank’s prime rate minus 0.75%, fully fluctuating, which is a lower rate than the Company’s existing credit facility which bears interest at the bank’s prime rate. The Company will pay a commitment fee on the unused portion of the Credit Facility at the annual rate of 0.125%. The Credit Facility expected to mature three years from the closing of the transactions. The Credit Facility is intended to be for general corporate and working capital purposes, and for permitted acquisitions. The Credit Facility is expected to include reporting and financial covenants. The transactions contemplated by the Term Sheet are nonbinding and remain subject to entering into a commitment letter or a definitive agreement.


This excerpt taken from the MSII 8-K filed Jun 27, 2006.

Item 8.01 Other Events

On June 23, 2006, Xerox Corporation filed a patent infringement lawsuit in the Southern District of New York (U.S. District Court filing 06CV4872) against Media Sciences International, Inc. and Media Sciences, Inc. (hereinafter, the “Company”), alleging that the Company’s solid inks designed for use in the Xerox Phaser 8500 and 8550 printers infringe four Xerox-held patents related to the shape of the ink sticks. The suit seeks unspecified damages, injunctive relief, and fees.

The Company believes its inks do not infringe any valid U.S. patents. The Company intends to vigorously defend these allegations of infringement. The loss of all or a part of this lawsuit could have a material adverse affect on the Company. The Company is evaluating all of its legal options, including possible counterclaims.


Section 9 – Financial Statements and Exhibits

This excerpt taken from the MSII 8-K filed Dec 5, 2005.

Item 8.01 Other Events.

The Company has set January 19, 2006 as the scheduled date for its annual meeting of stockholders. The record date for the annual meeting is November 28, 2005.

The deadline for submitting stockholder proposals for inclusion in the annual meeting and related proxy materials was July 22, 2005. Because this year’s annual meeting is more than 30 days from the anniversary date of last year’s meeting, which was held on December 17, 2004, in accordance with Rule 14a-8 under the Exchange Act, the deadline for submitting stockholder proposals for inclusion in the proxy materials has been extended to December 9, 2005, and proposals for presentation at the annual meeting has been extended to December 15, 2005. The Company did not receive any stockholder proposals in connection with this year’s annual meeting by July 22, 2005 or subsequently through November 30, 2005.

The submission of a stockholder proposal does not guarantee that it will be included in the Company’s proxy statement. Proposals for inclusion in our proxy statement or for presentation at the annual meeting must be submitted to us in writing at c/o Media Sciences International, Inc., 8 Allerman Road, Oakland, New Jersey 07436, Attention: Secretary. There are additional requirements regarding proposals of stockholders, and a stockholder contemplating submission of a proposal is referred to Rule 14a-8 promulgated under the Securities Exchange Act of 1934.

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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.

MEDIA SCIENCES INTERNATIONAL, INC.

Date: December 5, 2005 By:  /s/ Michael W. Levin                            
        Michael W. Levin, President


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This excerpt taken from the MSII 8-K filed Nov 14, 2005.

Item 8.01 Other Events

On November 8, 2005, the Board of Directors adopted a Corporate Governance Policy.

On November 8, 2005, the Board of Directors amended its Compensation Committee Charter so that it duties and responsibilities are expanded from matters relevant to the compensation of the Chief Executive Officer to matters relevant to the compensation of all senior executive officers. The Charter was also amended to change the requirement that only two of the committee members be independent to the requirement that all committee members be independent, subject to exceptions available pursuant to the rules of the American Stock Exchange.

On November 8, 2005, the Board of Directors adopted a Nominating Committee and Corporate Governance Charter.

The Corporate Governance Policy and the Charters described above are set forth on the Company’s Investor Relations website.



Section 9 – Financial Statements and Exhibits

This excerpt taken from the MSII 8-K filed Mar 4, 2005.

Item 8.01 Other Events

We incorporated Media Sciences UK Limited as private limited company in the United Kingdom. The incorporation date is February 16, 2005. Media Sciences UK Limited will operate as a wholly-owned subsidiary of Media Sciences, Inc. Media Sciences, Inc. is our wholly-owned New Jersey subsidiary. Media Sciences UK Limited presently does not conduct substantive operations. We intend for Media Sciences UK Limited to employ one or more people in sales representation and support roles. All product sales of Media Sciences UK Limited are planned to be conducted through Media Sciences, Inc.

On March 2, 2005, Michael W. Levin, our President, Chief Executive Officer and Chairman, sold 100,000 shares of restricted common stock to MicroCapital Fund Ltd. in a private transaction. He sold the shares to MicroCapital Fund Ltd. at $2 per share, which is the same price as the shares that MicroCapital Fund Ltd. purchased from us on March 2, 2005.

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Section 9 – Financial Statements and Exhibits

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