-----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, UEgjFOhZFs09pzo5nR0YNFepWgGQGG5qWQIs1dqBIm5otrH/s9Y3AgUPAqK9h9xp RGbYLpBPR1iB21qCEa4O0g== 0001104659-07-090332.txt : 20071221 0001104659-07-090332.hdr.sgml : 20071221 20071220203527 ACCESSION NUMBER: 0001104659-07-090332 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071220 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071221 DATE AS OF CHANGE: 20071220 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Harbor Acquisition Corp. CENTRAL INDEX KEY: 0001331945 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 562518836 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32688 FILM NUMBER: 071320599 BUSINESS ADDRESS: STREET 1: ONE BOSTON PLACE STREET 2: SUITE 3630 CITY: BOSTON STATE: MA ZIP: 02108 BUSINESS PHONE: 617-624-8409 MAIL ADDRESS: STREET 1: ONE BOSTON PLACE STREET 2: SUITE 3630 CITY: BOSTON STATE: MA ZIP: 02108 8-K 1 a07-31973_18k.htm 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

 

December 20, 2007
Date of Report (Date of earliest event reported)

 

HARBOR ACQUISITION
CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware
(State or other jurisdiction of
incorporation)

 

001-32688
(Commission
File Number)

 

56-2518836
(I.R.S. Employer
Identification No.)

 

400 Crown Colony Drive, Suite 104, Quincy, MA 02169
(Address of principal executive offices) (Zip Code)

 

(617) 472-2805
(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:

 

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 FR 240.13e-4(c))

 



 

Item 8.01 Other Events

 

Harbor Acquisition Corporation (the “Company”) previously announced it intention to adjourn its December 14, 2007 stockholders meeting until Friday December 21, 2007.

 

On December 20, 2007, the Company issued a press release announcing its intention to further adjourn its stockholders meeting, without conducting any business, until Monday, December 31, 2007.

 

A copy of the press release is attached as an Exhibit to this report.

 

Item 9.01. Financial Statements and Exhibits

 

(d)           Exhibits.

 

Exhibit No.

 

Description

99.1

 

Press Release dated December 20, 2007.

 

2



 

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.

 

 

HARBOR ACQUISITION CORPORATION

 

 

 

 

 

 

Date: December 20, 2007

By:

/s/ Robert J. Hanks

 

 

Name:

Robert J. Hanks

 

Title:

Chief Executive Officer

 

 

 

 

3



 

 

EXHIBIT INDEX

 

Number

 

Description

 

 

 

99.01

 

Press release dated December 20, 2007

 

4


EX-99.01 2 a07-31973_1ex99d01.htm EX-99.01

Exhibit 99.01

For Immediate Release

 

HARBOR ACQUISITION CORPORATION ANNOUNCES ITS INTENTION TO
FURTHER ADJOURN SPECIAL MEETING OF STOCKHOLDERS TO

DECEMBER 31, 2007

 

BOSTON, MA   December 20, 2007 — Harbor Acquisition Corporation (Amex: HAC; HAC.U; HAC.WS; “Harbor”) announced today that it intends to further adjourn the special meeting of its stockholders now scheduled for 10:00 a.m. (Eastern Standard Time) on Friday, December 21, 2007, without conducting any business, and reconvene the special meeting at 10 a.m. (Eastern Standard Time) on Monday, December 31, 2007, in order to give it more time to solicit proxies and its stockholders additional time to consider and vote on the proposed acquisition of Elmet Technologies, Inc and the related proposals at the special meeting.

 

The reconvened special meeting on December 31, 2007 will be held at the offices of Davis, Malm & D’Agostine, P.C., One Boston place, 37th Floor, Boston, Massachusetts, the same location as described in the original notice for the special meeting.

 

Harbor encourages all its stockholders to vote at the reconvened special meeting.

 

About Elmet Technologies, Inc.

 

Originally founded in 1929, Elmet became an independent company in early 2004 when its current CEO Jack Jensen led the management buyout of Elmet from its former parent, Philips Electronics North America Corporation. Under Jensen and his management team, Elmet has enjoyed growth by providing innovative refractory metal solutions to OEMs serving such industries as data storage, semiconductor, medical, electronics and lighting.  Elmet now employs approximately 240 personnel, including highly-skilled sales, design, engineering, and production professionals at its Lewiston, Maine headquarters. Elmet’s products are typically custom-engineered components used in products such as medical imaging devices, silicon wafer chip manufacturing equipment, and specialty commercial and residential lighting applications.

 

About Harbor Acquisition Corporation

 

Based in Boston, Harbor is a publicly traded, special purpose acquisition corporation (“SPAC”) formed to acquire a company in the industrial or consumer products sectors. The contemplated transaction is subject to shareholder approval, and certain other closing conditions. Upon completion of the transaction, Harbor intends to change its corporate name to Elmet Technologies Corporation.

 

Not a Proxy Statement

 

This press release is not a proxy statement or a solicitation of proxies from the holders of common stock of Harbor and does not constitute an offer of any securities of Harbor for sale.

 



 

Any solicitation of proxies will be made only by the definitive proxy statement that Harbor has mailed to all stockholders and filed a definitive proxy statement with the Securities and Exchange Commission.  INVESTORS AND SECURITY HOLDERS ARE ADVISED TO READ THE DEFINITIVE PROXY STATEMENT BECAUSE IT CONTAINS IMPORTANT INFORMATION.  Investors and security holders may obtain a free copy of the definitive proxy statement and other documents filed by Harbor at the Securities and Exchange Commission’s web site at http://www.sec.gov.

 

Forward Looking Statements

 

This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).  These forward-looking statements are based on current expectations and projections about future events and no party assumes an obligation to update any such forward-looking statements. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions about Harbor and Elmet that may cause actual results to be materially different from any future results expressed or implied by such forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “could,” “would,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “continue,” or the negative of such terms or other similar expressions. Factors that might cause our future results to differ from those statements include, but are not limited to, delays may require Harbor to obtain an extension from Elmet and its stockholders to the date by which the acquisition of Elmet must be consummated, which Elmet and its stockholders may be unwilling to provide; delays may require Harbor to obtain an extension of the commitment from its bank lenders, which such lenders may be unwilling to provide, the failure of Harbor’s stockholders to approve the acquisition and the transactions contemplated thereby; the number and percentage of Harbor’s stockholders voting against the acquisition and electing to exercise their conversion rights; changing interpretations of generally accepted accounting principles; costs associated with continued compliance with government regulations; legislation or regulatory environments, requirements or changes adversely affecting the businesses in which Elmet is engaged; the continued ability of Elmet to successfully execute its business plan; as well as other relevant risks detailed in Harbor’s filings with the Securities and Exchange Commission.

 

Contact:

Robert Hanks

Chief Executive Officer

Harbor Acquisition Corporation

617.472-2805 ext. 8411

 

or

 

Devlin Lander

 



 

Integrated Corporate Relations

415.292.6855

 

Source:  Harbor Acquisition Corporation

 


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