-----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, Jk7ZFl8Q+aNOM/wrVAsDKmywViSOH+NOziiELnA2qLDVKoRR5Rr1K+eVKv7OTX/Y QHiqUQjTQ2SJgzWrag7sLA== 0000808918-09-000052.txt : 20090603 0000808918-09-000052.hdr.sgml : 20090603 20090603093635 ACCESSION NUMBER: 0000808918-09-000052 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090603 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20090603 DATE AS OF CHANGE: 20090603 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EDCI HOLDINGS, INC. CENTRAL INDEX KEY: 0000808918 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 980085742 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34015 FILM NUMBER: 09870043 BUSINESS ADDRESS: STREET 1: 825 8TH AVENUE, 23RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 317-596-0323 MAIL ADDRESS: STREET 1: 9999 EAST 121ST STREET CITY: FISHERS STATE: IN ZIP: 46037 FORMER COMPANY: FORMER CONFORMED NAME: ENTERTAINMENT DISTRIBUTION CO INC DATE OF NAME CHANGE: 20070510 FORMER COMPANY: FORMER CONFORMED NAME: GLENAYRE TECHNOLOGIES INC DATE OF NAME CHANGE: 19930423 FORMER COMPANY: FORMER CONFORMED NAME: N W GROUP INC DATE OF NAME CHANGE: 19920703 8-K 1 edcidavidsandbergbod.htm EDCI NEWS RELEASE ANNOUNCING DAVID SANDBERG TO EDCI BOARD OF DIRECTORS edcidavidsandbergbod.htm
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 3, 2009
 
EDCI HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
 
DELAWARE
001-34015
26-2694280
(State or other jurisdiction
 of incorporation)
(Commission
 File Number)
(IRS Employer
 Identification No.)
 
1755 Broadway, 4th Floor
New York, New York 10019
(Address of Principal
Executive Offices)
 
(212) 333-8400
(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:
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d- 2(b))
   
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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
 
 
On June 1, 2009, EDCI Holdings, Inc. (“EDCI”), the holding company for Entertainment Distribution Company, Inc., the majority shareholder of Entertainment Distribution Company, LLC, issued a press release announcing that that David Sandberg has joined the Board of Directors (the “Board”) as an independent director effective June 1, 2009.  Mr. Sandberg will be entitled to the same compensation as the other non-officer directors on the Board.  Mr. Sandberg has agreed to serve on the Compensation Committee of the Board.  There are no transactions in which Mr. Sandberg has an interest requiring disclosure under Item 404(a) of Regulation S-K.
 
Mr. Sandberg replaces Howard "Skip" Speaks, who resigned from the EDCI Board effective May 31, 2009.
 
This EDCI press release is attached as Exhibit 99.1 and is incorporated herein in its entirety.
 
Item 9.01.
Financial Statements and Exhibits.
(d)
Exhibits
99.1
EDCI News Release announcing EDCI Board of Directors Addition & Departure dated  06/01/2009


 
 

 

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.
 
 
EDCI HOLDINGS, INC.
 
       
       
Date: June 3, 2009
By:
/s/ Robert L. Chapman, Jr.
 
   
Robert L. Chapman, Jr.
 
   
Chief Executive Officer
 



EX-99.1 2 edcinewsrelease060109.htm EDCI NEWS RELEASE ANNOUNCING EDCI BOARD OF DIRECTORS ADDITION & DEPARTURE DATED 06/01/2009 edcinewsrelease060109.htm
EXHIBIT 99.1
 
EDCI Holdings, Inc. Appoints David Sandberg to Board of Directors
 
 
NEW YORK, June 1, 2009 /PRNewswire / -- EDCI Holdings, Inc. (Nasdaq: EDCI) ("EDCI"), the holding company for Entertainment Distribution Company, Inc., the majority shareholder of Entertainment Distribution Company, LLC ("EDC"), a European provider of supply chain services to the optical disc market, today announces that David Sandberg has joined the Board of Directors as an independent director effective June 1, 2009. Mr. Sandberg is the managing member, founder, and portfolio manager of Red Oak Partners, LLC, a NY-based hedge fund advisor, since its March 2003 inception.  Previously, Mr. Sandberg co-managed JH Whitney & Co.'s Green River Fund from 1998-2002. Mr. Sandberg received a BA in Economics and a BS in Industrial Management from Carnegie Mellon University and also serves on the Board of SMTC Corp.
 
Mr. Sandberg replaces Howard "Skip" Speaks, who resigned from the EDCI Board of Directors in conjunction with Mr. Sandberg’s appointment.
 
About EDCI Holdings, Inc.
 
EDCI Holdings, Inc. (Nasdaq: EDCI) is a multi-national company, headquartered in New York, that is seeking to enhance shareholder value by pursuing acquisition opportunities. EDCI is the holding company of Entertainment Distribution Company, Inc., which is the majority shareholder of Entertainment Distribution Company, LLC ("EDC"), a European provider of supply chain services to the optical disc market. EDC serves every aspect of the manufacturing and distribution process and is one of the largest providers in the industry. EDC’s clients include some of the world's best-known music, movies and gaming companies. EDC’s operations include manufacturing and distribution facilities in Hannover, Germany, and a manufacturing facility in Blackburn, UK. For more information, please visit www.edcih.com.
 
Source: EDCI Holdings, Inc.
 
CONTACT: Kyle E. Blue, Office:  (317) 596-0323,
 
Web site: www.edcih.com
 
 

 


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