-----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, LccbtUPgFPG0AyeJpr/D9k1IPQoO+AnH8xntM4A2+QqdKx4/GdIOHl7YwkD0d0UB bkPpCU7FMpdhNE2L3i+BYw== 0000014280-98-000042.txt : 19981005 0000014280-98-000042.hdr.sgml : 19981005 ACCESSION NUMBER: 0000014280-98-000042 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19980928 ITEM INFORMATION: FILED AS OF DATE: 19981002 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: MARKETING SERVICES GROUP INC CENTRAL INDEX KEY: 0000014280 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 880085608 STATE OF INCORPORATION: NV FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-01768 FILM NUMBER: 98720135 BUSINESS ADDRESS: STREET 1: 400 CORPORATE POINTE STREET 2: STE 780 CITY: CULVER CITY STATE: CA ZIP: 90230 BUSINESS PHONE: 3103422800 MAIL ADDRESS: STREET 1: 400 CORPORATE POINTE SUITE 780 CITY: CULVER CITY STATE: CA ZIP: 90280 FORMER COMPANY: FORMER CONFORMED NAME: ALL-COMM MEDIA CORP DATE OF NAME CHANGE: 19950823 FORMER COMPANY: FORMER CONFORMED NAME: SPORTS TECH INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: BRISTOL HOLDINGS INC DATE OF NAME CHANGE: 19920518 8-K 1 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: September 28, 1998 ------------------ MARKETING SERVICES GROUP, INC. ------------------------------ (Exact Name of Registrant as Specified in Charter) Nevada 0-16730 88-0085608 ------ ------- ---------- (State or Other (Commission (I.R.S. Employer Jurisdiction of File No.) Identification No.) Incorporation) 333 Seventh Avenue New York, New York 10001 ------------------------ (Address of Principal Executive Offices) 212/594-7688 ------------ (Registrant's Telephone Number) Item 5. Other Events ------------ On September 28, 1998, Marketing Services Group, Inc. (the "Company") announced its intention to acquire, in open market transactions, up to 1,000,000 shares of its Common Stock, par value, $.01 per share (the "Common Stock"), subject to and in compliance with the provisions and limitations of Rule 10b-18 of the Securities Exchange Act of 1934. Purchases, if any, may be made from time to time at prevailing market prices during the one year period commencing on September 28, 1998. Purchases may commence at any time after such date and may be discontinued at any time during the one year period without purchasing all of the 1,000,000 shares. The Company will not solicit the purchase of any of its Common Stock or otherwise tender for the purchase of any of its Common Stock. The source of funds for the purchase of any shares will be from the Company's general corporate funds, and any shares purchased will be held in treasury. Item 7. Financial Statements and Exhibits --------------------------------- 10.1 Press Release dated September 28, 1998 (included herein) SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized. MARKETING SERVICES GROUP, INC. By: /s/ J. Jeremy Barbera ---------------------- Name: J. Jeremy Barbera Title: Chief Executive Officer By: /s/ Cindy H. Hill ----------------- Name: Cindy H. Hill Title: Chief Financial Officer Date: October 2, 1998 Exhibit 10.1 For Immediate Release - --------------------- Contact: Jamie Shaber MSGI 212/594-7688 Robbie Tarpley Raffish MSGI 610/918-1675 MSGI ANNOUNCES STOCK REPURCHASE PROGRAM --------------------------------------- NEW YORK (Sept 28) -- Marketing Services Group, Inc. (Nasdaq: MSGI), an integrated marketing services industry leader, today announced that its Board of Directors approved a program to buy up to one million of its common shares, or nearly 8%, on the open market. Management and other insiders currently hold 23% of the outstanding stock, and have been steadily expanding their positions over the past few months. "Current market conditions make this an excellent time to invest in the acquisition of our own stock," said Jeremy Barbera, Chairman & CEO of MSGI. "Our management is committed to the goal of enhancing shareholder value, and this repurchase underscores our confidence in the Company's long-term strategy." Stock repurchases by the Company may be made from time-to-time, both on the open market or in privately negotiated transactions. The number of shares to be bought and the timing of the purchases will be based on the level of cash balances, general business conditions, market fluctuations and other factors, such as acquisition activity. Matters discussed in this release include forward-looking statements that involve risks and uncertainties, and actual results may be materially different. Factors that could cause actual results to differ are stated in the Company's reports to the Securities and Exchange Commission including its 10-QSB for the period ended March 31, 1998 and its annual report on Form 10-KSB for the year ended June 30, 1997 as well as its annual report on Form 10-KSB for the year ended June 30, 1998, which will be filed in September 1998. MSGI provides direct marketing and database marketing, telemarketing and telefundraising, media planning and buying, online consulting and commerce, Web design and interactive fulfillment to nearly 1,000 clients worldwide. -----END PRIVACY-ENHANCED MESSAGE-----