-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VQCdMV0JtAZK8YP9fJX3UM0/ErXpog/u+lqYxGK5NgyTTcGF5mH+/jDv46/7459y Vp568XS/t8wTsfmR6QIlSw== 0000950136-07-007113.txt : 20071019 0000950136-07-007113.hdr.sgml : 20071019 20071019160318 ACCESSION NUMBER: 0000950136-07-007113 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071018 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071019 DATE AS OF CHANGE: 20071019 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MAJESCO ENTERTAINMENT CO CENTRAL INDEX KEY: 0001076682 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 061529524 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32404 FILM NUMBER: 071181225 BUSINESS ADDRESS: STREET 1: 160 RARITAN CENTER PARKWAY STREET 2: SUITE 1 CITY: EDISON STATE: NJ ZIP: 08837 BUSINESS PHONE: 7328727490 MAIL ADDRESS: STREET 1: PO BOX 6570 CITY: EDISON STATE: NJ ZIP: 08818 FORMER COMPANY: FORMER CONFORMED NAME: MAJESCO HOLDINGS INC DATE OF NAME CHANGE: 20040416 FORMER COMPANY: FORMER CONFORMED NAME: CONNECTIVCORP DATE OF NAME CHANGE: 20010815 FORMER COMPANY: FORMER CONFORMED NAME: SPINROCKET COM INC DATE OF NAME CHANGE: 20000502 8-K 1 file1.htm FORM 8-K
 
 

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): October 18, 2007

MAJESCO ENTERTAINMENT COMPANY

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

     
001-32404
(Commission File Number)
  606-1529524
(IRS Employer Identification No.)
     
160 Raritan Center Parkway,
Edison, New Jersey

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (732) 225-8910

 

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 (see General Instruction A.2. below):

o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 

 


Item 8.01

Other Events.

On October 18, 2007, Majesco Entertainment Company (the “Company”) issued a press release announcing it had reached agreements to settle certain litigations pending in the United States District Court, District of New Jersey: a securities class action brought on behalf of a purported class of purchasers of the Company’s securities, a private securities action filed by Trinad Capital Master Fund, Ltd., and a second action filed by Trinad purportedly on behalf of the Company. Further details concerning these settlements can be found in the press release attached to this Current Report on Form 8-K as Exhibit 99.1.

Item 9.01.

Financial Statements and Exhibits.

(d)

The following exhibits are furnished with this report:

 

Exhibit Number

 

Description

99.1

 

Press Release dated October 18, 2007.

 

 


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.

 

 

 

 

MAJESCO ENTERTAINMENT COMPANY

Dated:

 October 19, 2007

 

 

 

 

 

 

 

 

 


/s/ Jesse Sutton

 

 

 

Jesse Sutton

 

 

 

Interim Chief Executive Officer

 


EX-99.1 2 file2.htm PRESS RELEASE

 

 

Investor Relations Contact:

 

Dahlia Bailey

 

Lippert / Heilshorn & Associates

 

(415) 433-3777

 

 

Majesco Reaches Agreements to Settle Securities Litigation

EDISON, NJ, October 18, 2007 — Majesco Entertainment Company (NASDAQ: COOL), an innovative provider of video games and digital entertainment products for the mass market, announced it has reached agreements to settle certain litigations pending in the United States District Court, District of New Jersey: a securities class action brought on behalf of a purported class of purchasers of Majesco securities, a private securities action filed by Trinad Capital Master Fund, Ltd., and a second action filed by Trinad purportedly on behalf of the company.

As part of the settlement process, Majesco denied it acted improperly and stated it was settling these matters in order to eliminate the uncertainty, expense and distraction of further protracted litigation.

Under the terms of the settlement agreement in the securities class action, which is subject to notice to the shareholder class and court approval, Majesco’s insurance carrier will make a cash payment and the company will contribute shares of its common stock with a market value of approximately $2.5 million. The shares will be distributed to the settlement class if and when the court grants final approval to the settlement and the settlement becomes effective. As previously announced, in its second quarter ended April 30, 2007, the company recorded a $2.5 million charge for the settlement, representing the expected value of the securities to be paid to the plaintiffs. Plaintiffs’ attorney fees will be paid from the settlement amount.

The settlement of the private securities claim in the action brought by Trinad on its own behalf provides that Majesco’s insurance carrier will make a cash payment to Trinad, subject to final approval of the class action settlement by the Court.

The settlement agreement in the action filed by Trinad, purportedly on behalf of the company, will not result in a payment to the company. Plaintiff’s attorneys will not receive any fees in connection with the settlement. As a result of the filing of this lawsuit by Trinad, Majesco has taken actions which it and Trinad believe will benefit Majesco shareholders and address some of the issues raised in the lawsuit. This settlement is also subject to notice to the company’s shareholders and to court approval.

The company believes it is in its best interest to resolve these claims, in order to enable management to focus all of its efforts on executing its strategy and creating greater value for shareholders.

About Majesco Entertainment Company

Headquartered in Edison, NJ, with an international office based in Bristol, UK, Majesco Entertainment Company (NASDAQ: COOL) is an innovative provider of video games and digital entertainment products for the mass market, with a focus on publishing video games for leading portable systems and the Wii console. Product highlights include Nancy Drew, Cooking Mama 2: Dinner with Friends and Zoo Hospital for the Nintendo DS and Cooking Mama:

 

 


Cook Off for the Wii console. More information about Majesco can be found online at www.majescoentertainment.com.

Safe Harbor

Certain statements contained herein are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements may be identified by reference to a future period(s) or by the use of forward-looking terminology, such as “may,” “will,” “intend,” “should,” “expect,” “anticipate,” “estimate” or “continue” or the negatives thereof or other comparable terminology. The Company’s actual results could differ materially from those anticipated in such forward-looking statements due to a variety of factors. These factors include but are not limited to, the demand for our products; our ability to complete and release our products in a timely fashion; competitive factors in the businesses in which we compete; continued consumer acceptance of our products and the gaming platforms on which our products operate; fulfillment of orders preliminarily made by customers; adverse changes in the securities markets and the availability of and costs associated with sources of liquidity. The Company does not undertake, and specifically disclaims any obligation, to release publicly the results of any revisions that may be made to any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements.

 

 

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