Optium Corp - Current report filing (8-K)
24 Luglio 2008 - 3:58PM
Edgar (US Regulatory)
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):
July 24,
2008
Optium Corporation
(Exact name of registrant as specified in its
charter)
Delaware
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001-33109
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59-3684497
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(State or
other jurisdiction
of incorporation)
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(Commission
File No.)
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(I.R.S.
Employer
Identification No.)
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200
Precision Drive
Horsham,
PA 19044
(Address of principal executive offices)
Registrants telephone number, including area code:
(267) 803-3800
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
(see General Instruction A.2. below):
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 July 24, 2008, Optium Corporation (Optium)
and Finisar Corporation (Finisar) issued a joint press release announcing
that their respective stockholders would vote on the pending merger of a
wholly-owned subsidiary of Finisar with Optium at separate meetings to be held
on August 28, 2009. A copy of the
joint press release is attached as Exhibit 99.1.
Important Additional Information
In connection with the
proposed combination of Finisar and Optium, Finisar has filed with the
Securities and Exchange Commission (the SEC) a Registration Statement on Form S-4
containing a Joint Proxy Statement/Prospectus and Optium has filed with the SEC
the same Joint Proxy Statement/Prospectus.
The definitive Joint Proxy Statement/Prospectus will be mailed to the
stockholders of Finisar and Optium within the next few business days. Each company will also file with the SEC from
time to time other documents relating to the proposed combination. INVESTORS AND SECURITY HOLDERS ARE URGED TO
READ CAREFULLY THE JOINT PROXY STATEMENT/PROSPECTUS AS FILED WITH THE SEC, AND
OTHER DOCUMENTS FILED BY EITHER FINISAR OR OPTIUM WITH THE SEC RELATING TO THE
PROPOSED COMBINATION WHEN THEY ARE FILED, BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION ABOUT THE PROPOSED COMBINATION.
Copies of the documents
filed with the SEC by Finisar or Optium may be obtained free of charge from the
SEC website maintained at www.sec.gov.
In addition, Finisars SEC filings may be obtained free of charge from
Finisars website (www.Finisar.com) or by calling Finisars Investor Relations
department at 408-542-5050 and Optiums filings may be obtained free of charge
from Optiums website (www.Optium.com) or by calling Optiums Investor
Relations department at 267-803-3801.
Each of Finisar and Optium,
and its respective directors and executive officers, may be deemed to be
participants in the solicitation of proxies from that companys respective
stockholders in connection with the proposed combination. Information about the directors and executive
officers of Finisar (including their respective ownership of Finisar shares)
and the directors and executive officers of Optium (including their respective
ownership of Optium shares) is contained in the Joint Proxy Statement/Prospects
filed with the SEC.
Item 9.01.
Financial Statements and
Exhibits.
(d)
Exhibits
Exhibit No.:
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Description
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Exhibit 99.1
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Joint
press release issued on July 24, 2008 by Finisar Corporation and Optium
Corporation
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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.
Date: July 24, 2008
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Optium Corporation
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By:
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/s/ Christopher E. Brown
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Christopher E. Brown
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General Counsel, Vice President of Corporate
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Development and Secretary
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3
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