-----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, Wv/jOB7v+8sA/kDGUnjXWQsr2XvQpFGUF0CzMDhXJY+KOCZ20Y/HHIvmH+d0nwXF 5JmDWqmtJ+J6Kt/oW7KRRg== 0000950135-06-004229.txt : 20060707 0000950135-06-004229.hdr.sgml : 20060707 20060707143205 ACCESSION NUMBER: 0000950135-06-004229 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060630 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060707 DATE AS OF CHANGE: 20060707 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NASHUA CORP CENTRAL INDEX KEY: 0000069680 STANDARD INDUSTRIAL CLASSIFICATION: CONVERTED PAPER & PAPERBOARD PRODS (NO CONTAINERS/BOXES) [2670] IRS NUMBER: 020170100 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05492 FILM NUMBER: 06950870 BUSINESS ADDRESS: STREET 1: SECOND FL STREET 2: 11 TRAFALGAR SQ CITY: NASHUA STATE: NH ZIP: 03063 BUSINESS PHONE: 6038802323 MAIL ADDRESS: STREET 1: SECOND FL STREET 2: 11 TRAFALGAR SQ CITY: NASHUA STATE: NH ZIP: 03063 8-K 1 b61517nce8vk.htm NASHUA CORPORATION e8vk
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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): June 30, 2006
 
     
NASHUA CORPORATION
(Exact name of registrant as specified in its charter)
 
         
Massachusetts   1-05492   02-0170100
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)
         
     
11 Trafalgar Square, Suite 201
Nashua, New Hampshire 03063
(Address of principal executive offices and zip code)
 
     
(603)880-2323
(Registrant’s telephone number, including area code)
 
     
Not Applicable
(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 240.13e-4(c))
 
 

 


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Item 8.01      Other Events
Item 9.01.      Financial Statements and Exhibits
SIGNATURE
EXHIBIT INDEX
EX-99.1 Press Release issued by the Company on July 7, 2006


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Item 8.01      Other Events
     On July 7, 2006, Nashua Corporation, a Massachusetts corporation (“Nashua”) issued a press release announcing that on June 30, 2006 the Appellate Court of Illinois issued an order in the case filed by Phillippe Olczyk, and others, against Cerion Technologies, Inc., Nashua and others. In its June 30, 2006 Order, the Appellate Court dismissed the plaintiffs’ appeal of the August 16, 2005 Order of the Circuit Court of Cook County, which had granted defendants’ motion for summary judgment. The Appellate Court found that it lacked appellate jurisdiction. Under Illinois law, the plaintiffs have twenty-one days to seek rehearing from the Appellate Court, or up to thirty-five days in which to petition the Illinois Supreme Court to hear an appeal of the Appellate Court’s ruling.
     The suit was initially filed in 1996 against Cerion Technologies, Inc., Nashua and other defendants. The original complaint alleged that Cerion Technologies, Inc., a former subsidiary of Nashua, had issued materially false and misleading statements and omitted the disclosure of certain material facts in connection with its initial public offering. The defendants denied that they had issued false and misleading statements. Cerion Technologies Inc. ceased operations in November 1998.
     A copy of the press release is attached to this Current Report on Form 8-K at Exhibit 99.1.
Item 9.01.      Financial Statements and Exhibits
  (d)   Exhibits
 
      See Exhibit Index attached hereto.
 
       
SIGNATURE
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.
         
  NASHUA CORPORATION
 
 
Date: July 7, 2006  By:   /s/ John L. Patenaude    
    John L. Patenaude   
    Vice President - Finance, Chief Financial Officer and Treasurer   

 


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EXHIBIT INDEX
     
Exhibit No.   Description
 
   
99.1
  Press release issued by the Company on July 7, 2006

 

EX-99.1 2 b61517ncexv99w1.htm EX-99.1 PRESS RELEASE ISSUED BY THE COMPANY ON JULY 7, 2006 exv99w1
 

Exhibit 99.1
 
         
Contact:
  Tom Brooker/John Patenaude   Rich Coyle
 
  Nashua Corporation   Citigate Sard Verbinnen
 
  847-318-1797/603-880-2145   212-687-8080
 
       
NASHUA CORPORATION ANNOUNCES FAVORABLE
RULING IN CERION LITIGATION
Nashua, N.H. July 7, 2006 – Nashua Corporation (NASDAQ:NSHA), a manufacturer and marketer of labels and specialty papers today announced that on June 30, 2006 the Appellate Court of Illinois issued an order in the case filed by Phillippe Olczyk, and others, against Cerion Technologies, Inc., Nashua Corporation, and others. In its June 30, 2006 Order, the Appellate Court dismissed the plaintiffs’ appeal of the August 16, 2005 Order of the Circuit Court of Cook County, which had granted defendants’ motion for summary judgment. The Appellate Court found that it lacked appellate jurisdiction. Under Illinois law, the plaintiffs have twenty-one days to seek rehearing from the Appellate Court, or up to thirty-five days in which to petition the Illinois Supreme Court to hear an appeal of the Appellate Court’s ruling.
The suit was initially filed in 1996 against Cerion Technologies, Inc., Nashua Corporation, and other defendants. The original complaint alleged that Cerion Technologies, Inc., a former subsidiary of Nashua Corporation, had issued materially false and misleading statements and omitted the disclosure of certain material facts in connection with its initial public offering (IPO). The defendants denied that they had issued false and misleading statements. Cerion Technologies Inc. ceased operations in November 1998.
Tom Brooker, Nashua’s President and Chief Executive Officer said: “We are pleased with the Appellate Court’s decision. This is a positive step in the resolution of a legacy issue which has absorbed management’s time and attention.”
About Nashua
Nashua Corporation manufactures and markets a wide variety of specialty imaging products and services to industrial and commercial customers to meet various print application needs. The Company’s products include thermal coated papers, pressure-sensitive labels, bond, point of sale, ATM and wide format papers, entertainment tickets, as well as ribbons for use in imaging devices. Additional information about Nashua Corporation can be found at: www.Nashua.com.
Forward-looking Statements
This press release contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. When used in this press release, the words “plan,” “should,” “will,” “expects,” “anticipates” and similar expressions are intended to identify such forward-looking statements. Such forward-looking statements are subject to risks and uncertainties, which could cause actual results to differ materially from those anticipated. Such risks and uncertainties include, but are not limited to, the Company’s future capital needs and resources, fluctuations in customer demand, intensity of competition from other vendors, timing and acceptance of new product introductions,

 


 

2
 
delays or difficulties in programs designed to increase sales and profitability, general economic and industry conditions, the settlement of various tax issues, and other risks set forth in the Company’s filings with the Securities and Exchange Commission, and the information set forth herein should be read in light of such risks. In addition, any forward-looking statements represent the Company’s estimates only as of the date of this press release and should not be relied upon as representing the Company’s estimates as of any subsequent date. While the Company may elect to update forward-looking statements at some point in the future, the Company specifically disclaims any obligation to do so, even if its estimates change.

 

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