Re: Question for the board ? 2BC
in response to
by
posted on
Oct 25, 2007 06:24AM
A settlement or trial win should fall under the category of a material definitive agreement and result in the filing of an 8K along with supporting exhibits. Below is a description of what is expected in the filing. I suspect that financial information should be included if it has a material impact on the company. If financial information is not included in the 8K whenever TPL/PTSC settles/wins, then I will be one nervous nellie! Link to website also included for your review.
http://www.sec.gov/rules/final/33-8400.htm#seciic
Item 1.01 Entry into a Material Definitive Agreement.
(a) If the registrant has entered into a material definitive agreement not made in the ordinary course of business of the registrant, or into any amendment of such agreement that is material to the registrant, disclose the following information:
(1) the date on which the agreement was entered into or amended, the identity of the parties to the agreement or amendment and a brief description of any material relationship between the registrant or its affiliates and any of the parties, other than in respect of the material definitive agreement or amendment; and
(2) a brief description of the terms and conditions of the agreement or amendment that are material to the registrant.
(b) For purposes of this Item 1.01, a material definitive agreement means an agreement that provides for obligations that are material to and enforceable against the registrant, or rights that are material to the registrant and enforceable by the registrant against one or more other parties to the agreement, in each case whether or not subject to conditions.
Instructions.
1. Any material definitive agreement of the registrant not made in the ordinary course of the registrant's business must be disclosed under this Item 1.01. An agreement is deemed to be not made in the ordinary course of a registrant's business even if the agreement is such as ordinarily accompanies the kind of business conducted by the registrant if it involves the subject matter identified in Item 601(b)(10)(ii)(A) - (D) of Regulation S-K (17 CFR 229.601(b)(10)(ii)(A) - (D)). An agreement involving the subject matter identified in Item 601(b)(10)(iii)(A) or (B) also must be disclosed unless Item 601(b)(10)(iii)(C) would not require the registrant to file a material agreement involving the same subject matter as an exhibit.
2. A registrant must provide disclosure under this Item 1.01 if the registrant succeeds as a party to the agreement or amendment to the agreement by assumption or assignment (other than in connection with a merger or acquisition or similar transaction).