NMGC » Topics » CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

This excerpt taken from the NMGC 10-K filed Oct 27, 2006.

Item 13.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

 

The information required by this section is contained in the section entitled “Certain Relationships and Related Party Transactions” in the Proxy Statement and is incorporated herein by reference.

 

This excerpt taken from the NMGC 10-K filed Apr 6, 2006.

Item 13.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

 

The information required by this section is contained in the section entitled “Certain Relationships and Related Party Transactions” in the Proxy Statement and is incorporated herein by reference.

 

This excerpt taken from the NMGC DEF 14A filed Jun 10, 2005.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

 

Paul Richman served as a member of the NeoMagic Board of Directors from April 2002 through December 2004. During this time, Mr. Richman also served as CEO of The Consortium for Technology Licensing, Ltd. (“The Consortium”). In April 2002, The Consortium began performing services for NeoMagic as its exclusive patent licensing agent. In conjunction with these services, Mr. Richman was reimbursed for the expense he incurred and paid approximately $9 thousand, $4 thousand and $16 thousand in this regard during fiscal years 2005, 2004 and 2003, respectively. Mr. Richman no longer serves as a Board member of the Company; however, NeoMagic continues to work with The Consortium as the Company’s exclusive patent licensing agent and completed a patent sale with The Consortium in April 2005 that is described in Note 15 to the Consolidated Financial Statements of the Company’s Annual Report.

 

In September 2001, the Company provided a loan to Mr. Stephen Lanza, Senior Vice President Operations and Business Development and Chief Financial Officer, in the principal amount of $100,000 at an annual interest rate of 4.82% pursuant to a promissory note secured by a pledge of 240,000 shares of common stock. In the first quarter of fiscal year 2005, the balance of the promissory note and accrued interest of $9,521 was paid in full. Mr. Lanza resigned from the Company March 2, 2004.

 

In June 2000, the Company entered into an employment agreement with Mr. Sanjay Adkar, the Company’s Vice President of Corporate Engineering, pursuant to which the Company granted to Mr. Adkar options to purchase 400,000 shares of the Company’s Common Stock with a guaranteed gain of $8.00 per share for the first 150,000 shares vested. In July 2000 and July 2001, in accordance with the terms of the employment agreement, the Company provided loans to Mr. Adkar in the aggregate principal amount of $1,200,000, pursuant to two promissory notes at annual interest rates of 5.59% and 5.02%, respectively, secured by pledges of the $8.00 per share guaranteed gain on an aggregate of 150,000 shares of common stock. The largest aggregate amounts of indebtedness outstanding during the fiscal year 2003 on the first and second promissory notes were $636,335 and $632,630, respectively (including interest payable). In the first quarter of fiscal year 2004, the promissory notes and accrued interest were paid in full.

 

In January 2003, the Company and Mr. Adkar entered into an agreement to cancel a portion of Mr. Adkar’s option (described above) with respect to the first 150,000 shares of common stock that had vested under such option agreement, including the related $8.00 per share guaranteed gain. As consideration for the partial termination of the option and the termination of the guarantee, the Company paid Mr. Adkar $1,200,000 in the first quarter of fiscal year 2004.

 

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