8-K 1 a09-4634_18k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

 

 

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 4, 2009

 

 

CLST Holdings, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

0-22972

 

75-2479727

(State or Other Jurisdiction

 

(Commission File Number)

 

(I.R.S. Employer

of Incorporation)

 

 

 

Identification No.)

 

17304 Preston Road, Suite 420

Dallas, Texas, 75252

 (Address of principal executive offices including Zip Code)

 

(972) 267-0500

(Registrant’s telephone number, including area code)

 

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 8.01

Other Events

 

On February 4, 2009, the Company issued a press release in response to the announcement that Red Oak Fund, L.P., a fund managed by Red Oak Partners, LLC, intends to commence a tender offer for shares of the Company’s common stock.

 

A copy of this press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

Item 9.01

Financial Statements and Exhibits

 

 

 

99.1

Press Release entitled “Red Oak Fund LP Announces Intention to Commence Tender Offer For Shares of CLST Holdings, Inc.” issued February 4, 2009 by CLST Holdings, Inc.*

 

*Furnished herewith.

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

CLST HOLDINGS, INC.

 

 

 

 

 

 

Dated: February 4, 2009

By:

 

/s/ ROBERT A. KAISER

 

 

Robert A. Kaiser

 

 

President, Chief Executive Officer,

 

 

Chief Financial Officer, Treasurer and

 

 

Assistant Secretary

 

2