-----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, HQzIV2BjMiODLnWd5DFLtFvHn2DH7gj56B/1H60ZBKlOUqomkqdKQ/YCtl2QIcrM obn00FkkS+wPeE0MW8iLSg== 0001181431-07-011141.txt : 20070214 0001181431-07-011141.hdr.sgml : 20070214 20070213191312 ACCESSION NUMBER: 0001181431-07-011141 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061121 ITEM INFORMATION: Other Events FILED AS OF DATE: 20070214 DATE AS OF CHANGE: 20070213 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EXABYTE CORP /DE/ CENTRAL INDEX KEY: 0000855109 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER STORAGE DEVICES [3572] IRS NUMBER: 840988566 STATE OF INCORPORATION: DE FISCAL YEAR END: 1203 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18033 FILM NUMBER: 07612818 BUSINESS ADDRESS: STREET 1: 2108 - 55TH STREET CITY: BOULDER STATE: CO ZIP: 80301 BUSINESS PHONE: 3034424333 MAIL ADDRESS: STREET 1: 2108 - 55TH STREET CITY: BOULDER STATE: CO ZIP: 80301 8-K 1 rrd147047.htm FORM 8-K MIDGARDXXI, INC. Item 5

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

 

November 21, 2006

Date of Report (Date of earliest event reported)

 

MIDGARDXXI, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

0-18033

 

84-0988566

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

2108 55th Street

Boulder, Colorado 80301

(Address of principal executive offices)

 

(303) 442-4333

Registrant's telephone number, including area code

Exabyte Corporation

(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

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

 

 

 

 

 

 

 

 

 

 

 

Item 8.01 Other Events.

As previously disclosed in a Form 8-K filed by Exabyte Corporation (the "Company") on November 20, 2006, upon consummation of the sale of substantially all of the Company's assets to Tandberg Data Corp., a change of the Company's name was to be effected. On November 21, 2006, the Company filed with the Secretary of State of Delaware a Certificate of Amendment to the Certificate of Incorporation to change its name from Exabyte Corporation to MidgardXXI, Inc.

On December 14, 2006, Eastpark Investors, LLC ("Eastpark"), a former landlord, filed a petition under title 11 of the federal bankruptcy code against the Company in the United States Bankruptcy Court for the District of Colorado, requesting an order for relief under chapter 7 of the bankruptcy code. As previously disclosed by the Company, following the sale of substantially all of its assets to Tandberg Data Corp. on November 21, 2006, the Company does not have sufficient assets remaining for the payment of outstanding liabilities, including the amount remaining under its promissory note for $3,060,000.00 payable to Eastpark.

The Company does not have sufficient assets to and does not intend to make any distributions to its shareholders.

The Over-the-Counter Bulletin Board has notified Midgard that its new trading symbol is "MGXX" effective as of February 9, 2007.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

3.1 Certificate of Amendment to Certificate of Incorporation dated November 21, 2006.

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 hereto duly authorized.

 

 

 

 

MIDGARDXXI, INC.

 

 

 

 

(Registrant)

 

 

 

 

 

Date:

February 13, 2007

 

By

/s/ Thomas M. Kim

 

 

 

 

Thomas M. Kim

 

 

 

 

Authorized Agent

 

EXHIBIT INDEX

 

Exhibit No. Description

3.1 Certificate of Amendment to Certificate of Incorporation dated November 21, 2006.

EX-3.(I). 2 rrd147047_18411.htm CERTIFICATE OF AMENDMENT CERTIFICATE OF AMENDMENT

CERTIFICATE OF AMENDMENT
TO
CERTIFICATE OF INCORPORATION
OF
EXABYTE CORPORATION

__________________________________

Under Section 242 of the Delaware
General Corporation Law

__________________________________

It is hereby certified that

    1. The name of the corporation (hereinafter called the "Corporation") is Exabyte Corporation.
    2. The original Certificate of Incorporation of the Corporation, filed with the Secretary of State of the State of Delaware on June 5, 1985, as amended from time to time, is hereby amended by deleting Article FIRST in its entirety and by inserting the following new Article FIRST in lieu thereof:
    3. "FIRST: The name of the Corporation is MidgardXXI, Inc. (the "Corporation")."

    4. The amendment of the Certificate of Incorporation herein certified has been duly adopted in accordance with the provisions of Section 242 of the General Corporation Law of the State of Delaware.

Signed this 21st day of November, 2006.

/s/ Tom W. Ward

Name: Tom W. Ward

Title: President and Chief Executive Officer

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