Optium Corp - Filing of certain prospectuses and communications in connection with business combination transactions (425)
July 24 2008 - 3:12PM
Edgar (US Regulatory)
UNITED
STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K/A
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
Finisar
Corporation
(Exact name of registrant as specified in its charter)
Delaware
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000-27999
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94-3038428
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(State or other jurisdiction of
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(Commission File No.)
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(I.R.S. Employer Identification
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incorporation)
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No.)
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1389 Moffett Park Drive
Sunnyvale, CA 94089
(Address of principal executive offices)
Registrants telephone number, including area code:
(408) 548-1000
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):
x
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
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Item 8.01.
Other Events
Item 8.01 of the Current Report on 8-K filed by Finisar Corporation on July 24,
2008 (the Original 8-K) is hereby amended to refer to a stockholder meeting
date of August 28, 2008 as set forth in the press release filed as Exhibit 99.1
to the Original 8-K, rather than August 28, 2009, as indicated
in the Original 8-K.
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/Prospectus filed with the SEC.
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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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Finisar Corporation
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By:
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/s/ Stephen K. Workman
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Stephen K. Workman
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Senior Vice President, Finance, Chief
Financial Officer and Secretary
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