0000932440-14-000337.txt : 20141114 0000932440-14-000337.hdr.sgml : 20141114 20141114163619 ACCESSION NUMBER: 0000932440-14-000337 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20141114 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20141114 DATE AS OF CHANGE: 20141114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Cinedigm Corp. CENTRAL INDEX KEY: 0001173204 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 223720962 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31810 FILM NUMBER: 141224833 BUSINESS ADDRESS: STREET 1: 902 BROADWAY STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10010 BUSINESS PHONE: 212-206-8600 MAIL ADDRESS: STREET 1: 902 BROADWAY STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10010 FORMER COMPANY: FORMER CONFORMED NAME: Cinedigm Digital Cinema Corp. DATE OF NAME CHANGE: 20091006 FORMER COMPANY: FORMER CONFORMED NAME: Access Integrated Technologies, Inc. d/b/a Cinedigm Digital Cinema Corp. DATE OF NAME CHANGE: 20081202 FORMER COMPANY: FORMER CONFORMED NAME: ACCESS INTEGRATED TECHNOLOGIES INC DATE OF NAME CHANGE: 20020509 8-K 1 form8k_3388112.htm FORM 8-K form8k_3388112.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549


FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


November 14, 2014
(Date of earliest event reported)

Cinedigm Corp.
(Exact name of registrant as specified in its charter)


Delaware
001-31810
22-3720962
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer
Identification No.)


902 Broadway, 9th Floor, New York, New York
10010
(Address of principal executive offices)
(Zip Code)


212-206-8600
(Registrant’s telephone number, including area code)

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 5.02        
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers, Compensatory Arrangements of Certain Officers.
 
(e)           On November 14, 2014, the Cinedigm Corp. (the “Company”) and Adam M. Mizel entered into an amendment (the “Amendment”) to the employment agreement effective as of October 1, 2013 with Mr. Mizel (the “Agreement”).  The Amendment extends the Agreement through March 31, 2015.
 
The foregoing description of the Amendment is qualified in its entirety by reference to such agreements, which is filed herewith as Exhibit 10.1.

Item 9.01        
Financial Statements and Exhibits.

Exhibit No.
 
Description
     
10.1
 
Amendment to Employment Agreement between Cinedigm Corp. and Adam M. Mizel dated as of November 14, 2014.

 
 
 
 
 
 
 
 

 

 
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SIGNATURE

Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated as of  November 14, 2014

     
   
By: 
/s/ Gary S. Loffredo 
   
Name: 
Gary S. Loffredo
   
Title:
President, Digital Cinema, General Counsel and Secretary
       

 
 
 
 
 
 
 
 
 
 
 
 
 

 
 
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EXHIBIT INDEX


Exhibit No.
 
Description
     
10.1
 
Amendment to Employment Agreement between Cinedigm Corp. and Adam M. Mizel dated as of November 14, 2014.
     

 
 
 
 
 
 
 
 
 
 
 
 

 
 
 
 
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EX-10.1 2 exh10-1_315030.htm AMENDMENT TO EMPLOYMENT AGREEMENT exh10-1_315030.htm
 
EXHIBIT 10.1

AMENDMENT TO
EMPLOYMENT AGREEMENT
 
THIS AMENDMENT (this “Amendment”) to the Employment Agreement between Cinedigm Corp. (the “Company”) and Adam M. Mizel (the “Employee”) effective as of October 1, 2013 (the “Employment Agreement”)  is made and entered into on November 14, 2014 between the Company and the Employee.
 
WHEREAS, the parties wish to amend certain terms of the Employment Agreement as set forth below;
 
NOW, THEREFORE, in consideration of the covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are mutually acknowledged, the Corporation and the Executive hereby agree as follows:
 
1.           Capitalized Terms.  Whenever capitalized terms are used in this Amendment, they shall have the meanings set forth in this Amendment or, if not defined in this Amendment, as set forth in the Employment Agreement.
 
2.           Amendment to Employment Agreement Terms.
 
a.           The second WHEREAS clause is amended by deleting the phrase “and Chief Financial Officer” therein.
 
b.           Section 2 of the Employment Agreement is hereby amended by deleting the phrase “and Chief Financial Officer” therein.
 
c.           Section 3  of the Employment Agreement is hereby amended by replacing the phrase “September 30, 2014” with the phrase “March 31, 2015”.
 
d.           Section 6(d) is hereby amended (i) by replacing the phrase “New York, New York”, each time it used therein with the phrase “Los Angeles, California metropolitan area”.
 
e.           Section 7 of the Employment Agreement is hereby amended by deleting the phrase “and Chief Financial Officer” therein.
 
3.           Entire Agreement.  Except as specifically amended by this Amendment, all of the terms and conditions of the Employment Agreement shall remain in full force and effect.  This Amendment, together with the Employment Agreement, constitute the entire agreement between the parties with respect to the subject matter hereof.  This Amendment shall not be amended except by a written instrument executed by the parties which specifically states that it is amending this Amendment.
 
4.           Governing Law.  THIS AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK (WITHOUT GIVING EFFECT TO THE CHOICE OF LAW PRINCIPLES THEREOF) APPLICABLE TO CONTRACTS MADE AND TO BE PERFORMED ENTIRELY WITHIN
 
 
 

 
 
SUCH STATE.
 
5.           Counterparts.  This Amendment may be signed in any number of counterparts, each of which (when executed and delivered) shall constitute an original instrument, but all of which together shall constitute one and the same instrument.  It shall not be necessary when making proof of this Amendment to account for any counterparts other than a sufficient number of counterparts which, when taken together, contain signatures of all of the parties.  A facsimile or PDF of an original shall be as effective as delivery of such original.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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IN WITNESS WHEREOF, the undersigned have executed this Amendment as of the date first written above.
 
 
CINEDIGM CORP.
     
     
 
By:
/s/ Chris McGurk 
   
Chris McGurk
   
Chairman and CEO
     
     
     
 
EMPLOYEE
     
     
  /s/ Adam M. Mizel 
 
Adam M. Mizel
 
 
 
 
 
 
 
 
 
 
 
 
 
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