- Additional Proxy Soliciting Materials (definitive) (DEFA14A)
September 22 2010 - 2:11PM
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): September 22, 2010
QAD Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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0-22823
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77-0105228
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(State or other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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100 Innovation
Place,
Santa Barbara, California
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93108
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number,
including area code:
(805) 566-6000
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(Former name or former address if changed since last report.)
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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)
þ
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))
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Item 8.01 Other
Events.
On September 22,
2010, the registrant issued a press release regarding its proposed
recapitalization plan. A copy of the press release is attached as
Exhibit 99.1.
On September 22,
2010, the registrant’s Chief Executive Officer, Karl Lopker, sent an
email to all of the registrant’s employees regarding its proposed
recapitalization plan. A copy of the email is attached as Exhibit 99.2.
The
information in this Form 8-K and the exhibits attached hereto shall not be
deemed “filed” for the purpose of Section 18 of the Securities
Exchange Act of 1934, nor shall it be deemed incorporated by reference in any
filling under the Securities Act of 1933 or the Securities Exchange Act of
1934, except as shall be expressly set forth by specific reference in such
filing.
Item 9.01 Financial
Statements and Exhibits.
(d) Exhibits.
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Exhibit No.
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Description
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99.1
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Press Release dated September 22, 2010
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99.2
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Email to Employees dated September 22,
2010
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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.
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QAD Inc.
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September 22, 2010
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By:
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/s/
Daniel Lender
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Daniel Lender
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Executive Vice President and Chief Financial
Officer
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INDEX TO EXHIBITS
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Exhibit No.
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Description
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99.1
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Press Release Dated September 22, 2010
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99.2
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Email to Employees Dated September 22,
2010
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