-----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, P1IyC3Gf93boPYWUYe/sB07tKmLA+DyOHhSR+KYk/i/su28+APl6by2SIc3xaLFd HartDsDMUrScS2JWZv/JWg== 0001214659-10-000139.txt : 20100114 0001214659-10-000139.hdr.sgml : 20100114 20100114100529 ACCESSION NUMBER: 0001214659-10-000139 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100114 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100114 DATE AS OF CHANGE: 20100114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NATIONAL PATENT DEVELOPMENT CORP CENTRAL INDEX KEY: 0001279715 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS MANUFACTURING INDUSTRIES [3990] IRS NUMBER: 134005439 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-50587 FILM NUMBER: 10526569 BUSINESS ADDRESS: STREET 1: 777 WESTCHESTER AVE. STREET 2: FOURTH FLOOR CITY: WHITE PLAINS STATE: NY ZIP: 10640 8-K 1 f1131028k.htm f1131028k.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

Date of report (Date of earliest event reported):           
January 14, 2010

NATIONAL PATENT DEVELOPMENT CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
 
Delaware
(State or Other Jurisdiction of Incorporation)

          000-50587
  
13-4005439
(Commission File Number)
  
(IRS Employer Identification No.)

903 Murray Road, PO Box 1960, East Hanover, NJ
07936
(Address of Principal Executive Offices)
(Zip Code)
 
(973) 428-4600
(Registrant’s Telephone Number, Including Area Code)
 
 
(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 (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 40.13e-4(c))
 
 
Item 8.01.              Other Events.
 
On January 14, 2010, National Patent Development Corporation issued a press release announcing that its stockholders had approved the sale of Five Star Products, Inc. to The Merit Group, Inc. for cash pursuant to the Stock Purchase Agreement by and among The Merit Group, Inc. and National Patent Development Corporation.  A copy of the press release is furnished as Exhibit 99 hereto.
 
Item 9.01.              Financial Statements and Exhibits.
 
(d)          Exhibits.
 
Exhibit No.
Title
99
Press release dated January 14, 2010
 
 
 
1
 
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.
 

 
NATIONAL PATENT DEVELOPMENT
CORPORATION
   
   
Date:  January 14, 2010
By:  
/s/ IRA J. SOBOTKO
   
Name:  
Ira J. Sobotko
   
Title:
Vice President & Chief Financial Officer
 
 
 
 
 
2
 
 EX-99 2 ex99.htm PRESS RELEASE ex99.htm
Exhibit 99
 
National Patent Development Corporation Stockholders Approve Sale of Five Star Products, Inc.
 
EAST HANOVER, NJ (January 14, 2010) - National Patent Development Corporation (OTC Bulletin Board: NPDV.OB) today announced that a special meeting of stockholders was held today, at which its stockholders approved the sale of all of the stock of Five Star Products, Inc. to The Merit Group, Inc. for cash pursuant to the Stock Purchase Agreement by and among The Merit Group, Inc. and National Patent Development Corporation.  The closing of the sale is anticipated to occur on Friday, January 15, 2010.
 
Forward-Looking Statements
 
Statements in this Current Report on Form 8-K may contain “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the U.S. Private Securities Litigation Reform Act of 1995, which involve significant risks and uncertainties.  All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including statements of expectation or belief, and any statements of assumptions underlying any of the foregoing.  Investors and security holders are cautioned not to place undue reliance on these forward-looking statements.  Forward-looking information may be identified by such forward-looking terminology as “anticipate”, “believe”, “may”, “will”, “estimate”, and similar terms or variations of such terms. Our forward looking statements are based on our assumptions, estimates and projections about National Patent and the Five Star business and involve significant risks and uncertainties, including the risk that anticipated benefits from the sale transaction may not be realized or may take longer to realize than expected and the risk that estimated or anticipated costs, charges and liabilities to be incurred in connection with effecting the sale may differ from or be greater than anticipated. Additional information on these and other risks, uncertainties and factors is included in National Patent’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other documents filed by National Patent with the Securities and Exchange Commission.  If these or other significant risks and uncertainties occur, or if our estimates or underlying assumptions prove inaccurate, actual results could differ materially. You are urged to consider all such risks and uncertainties. In light of the uncertainty inherent in such forward-looking statements, you should not consider their inclusion to be a representation that such forward-looking matters will be achieved. National Patent assumes no obligation to, and does not plan to, update any such forward-looking statements, other than as required by law.
 
Contact:
 
National Patent Development Corporation
John Belknap, 973-428-4600
 
 
 
 
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