-----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, QPvaR2/bKGYhw0JGsCPcbAIx0GcwaW85IlvMCa/D3pg2oKnF4rKMdEs7+bJuRuI5 Im3AIZWCmq+AUCJfCMMENw== 0000893220-08-000517.txt : 20080225 0000893220-08-000517.hdr.sgml : 20080225 20080225163715 ACCESSION NUMBER: 0000893220-08-000517 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080222 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080225 DATE AS OF CHANGE: 20080225 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRM CORP CENTRAL INDEX KEY: 0000749254 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PERSONAL SERVICES [7200] IRS NUMBER: 930809419 STATE OF INCORPORATION: OR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19657 FILM NUMBER: 08639859 BUSINESS ADDRESS: STREET 1: 5208 N E 122ND AVENUE CITY: PORTLAND STATE: OR ZIP: 97230-1074 BUSINESS PHONE: 5032578766 FORMER COMPANY: FORMER CONFORMED NAME: TRM COPY CENTERS CORP DATE OF NAME CHANGE: 19940411 FORMER COMPANY: FORMER CONFORMED NAME: ALL COPY CORP DATE OF NAME CHANGE: 19911216 8-K 1 w50286e8vk.htm FORM 8-K TRM CORPORATION e8vk
 

 
 
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): February 22, 2008
TRM CORPORATION
(Exact name of registrant as specified in its charter)
         
Oregon   0-19657   93-0809419
         
(State or other jurisdiction
of incorporation)               
  (Commission File Number)   (I.R.S. Employer
   Identification No.)
5208 N.E. 122nd Avenue, Portland, Oregon 97230
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (503) 257-8766
N/A
(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 CFR 240.13e-4(c))
 
 

 


 

Item 5.02.   Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
(d) Ethan S. Buyon was appointed as a director of the Company on February 22, 2008. The appointment was pursuant to a covenant in a Securities Purchase Agreement (the “Purchase Agreement”) entered into on February 8, 2008, by and among the Company, LC Capital Master Fund, Ltd. and Lampe Conway & Co., LLC (“Lampe Conway”), requiring the Company to appoint a director selected by Lampe Conway. The material terms of the Purchase Agreement are described in the Company’s Current Report on Form 8-K for February 8, 2008, which is incorporated herein by this reference.
Mr. Buyon, age 53, has been the interim Chief Operating Officer for Citi Residential Lending, Inc. since September 2007 and is currently a Managing Director at Citi Markets and Banking since February 2008. Before joining Citi Markets and Banking, Mr. Buyon served as a Managing Director of CRP Partners (and its processor firm The Recovery Group) from October 2003 to February 2008. From May 2002 to October 2003, Mr. Buyon served as a Managing Director of Crossroads, LLC, a national restructuring and financial advisory firm.
A copy of the press release with respect to the appointment of Mr. Buyon is filed herewith as Exhibit 99.1.
Item 9.01.   Financial Statements and Exhibits
(d) Exhibits
99.1 Press Release dated February 22, 2008.

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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.
         
  TRM CORPORATION
 
 
  By: /s/ Richard B. Stern    
  Name:     Richard B. Stern   
Date: February 25, 2008  Title:   President & Chief Executive Officer   
 

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EX-99.1 2 w50286exv99w1.htm PRESS RELEASE DATED FEBRUARY 22, 2008 exv99w1
 

Exhibit 99.1
For further information, contact:
Ashley Ammon MacFarlane
Integrated Corporate Relations for TRM Corporation
Office: (203) 682-8200
TRM Corporation Appoints Ethan S. Buyon to Board of Directors
Portland, Oregon: February 22, 2008 — TRM Corporation (NASDAQ: TRMM) TRM Corporation announced today that Ethan S. Buyon has been appointed to serve on the Company’s Board of Directors effective February 22, 2008.
Mr. Buyon, age 53, has been the interim Chief Operating Officer for Citi Residential Lending, Inc. since September 1, 2007 and is currently a Managing Director at Citi Markets and Banking. Before joining Citi Markets and Banking, Mr. Buyon served as a Managing Director of CRP Partners (and its processor firm The Recovery Group) from October 2003 to February 2008. From May 2002 to October 2003, Mr. Buyon served as a Managing Director of Crossroads, LLC, a national restructuring and financial advisory firm.
Richard Stern, TRM’s President and Chief Executive Officer said, “We welcome Ethan Buyon to our board and look forward to his contribution. I believe Ethan’s judgment and experience will serve us well.”
About TRM Corporation
TRM Corporation is a consumer services company that provides convenience ATM services in high-traffic consumer environments. TRM’s ATM customer base is widespread, with retailers throughout the United States. TRM operates the second largest non-bank ATM network in the United States.
FORWARD-LOOKING STATEMENTS
Statements made in this news release that are not historical facts are forward-looking statements. Actual results may differ materially from those projected in any forward-looking statement. Specifically, there are a number of important factors that could cause actual results to differ materially from those anticipated in the forward-looking statements, such as consumer demand for our services; access to capital; changes in interest rates; maintaining satisfactory relationships with our banking partners; our ability to continue to reduce attrition in our existing ATM estate and to add new ATMs; technological change; our ability to control costs and expenses; competition and our ability to successfully implement our acquisition strategy. Additional information on these factors, which could affect our financial results, is included in our annual report on Form 10-K for the fiscal year ended December 31, 2006 and in our quarterly reports on Form 10-Q for the quarters ended March 30, 2007, June 30, 2007 and September 30, 2007 under the caption “Risk Factors” and elsewhere in such reports. Finally, there may be other factors not mentioned above or included in our SEC filings that could cause actual results to differ

 


 

materially from those contained in any forward-looking statement. Undue reliance should not be placed on any forward-looking statement, which reflects management’s analysis only as of the date of the statement. We assume no obligation to update any forward-looking statements as a result of new information, future events or developments, except as required by federal securities laws.
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