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COMVERSE TECHNOLOGY INC/NY/ Form 8-K: Current report, 2010

COMVERSE TECHNOLOGY INC/NY/ Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2010-12-09: Form 8-K; Period of report 2010-12-03; Description 7.01 Regulation FD Disclosure; 8.01 Other Events; Details 7.01.
  • 2010-12-08: Form 8-K; Period of report 2010-12-02; Description 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; Details 5.03.
  • 2010-11-01: Form 8-K; Period of report 2010-11-01; Description 8.01 Other Events; Details 8.01.
  • 2010-10-13: Form 8-K; Period of report 2010-10-12; Description 1.01 Entry into a Material Definitive Agreement; Details 1.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2010-12-098-K2010-12-037.01 Regulation FD Disclosure; 8.01 Other Events7.01 Comverse Technology, Inc. (the “Company”) is disclosing in this Current Report on Form 8-K certain unaudited selected financial information relating to the Company and its wholly-owned subsidiaries, including Comverse, Inc. and the subsidiaries of Comverse, Inc. which comprise the Company’s Comverse Segment (the “Comverse Segment”), and excluding the Company’s majority-owned subsidiaries, Verint Systems Inc. (“Verint”), Starhome, B.V. and, prior to the sale of the Company’s common stock of Ulticom, Inc. (“Ulticom”) described in Item 8.01 of this Current Report on Form 8-K, Ulticom.
8.01 The Company expects to file its Annual Report on Form 10-K for the fiscal year ended January 31, 2010 (the “2009 Annual Report”) in January 2011.
mm12-0910_8k.htm
2010-12-088-K2010-12-025.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 On December 2, 2010, the Board of Directors (the “Board”) of Comverse Technology, Inc. (the “Company”) approved the Amended and Restated By-Laws of the Company (the “By-Laws”).mm12-0710_8k.htm
2010-11-018-K2010-11-018.01 Other Events8.01 Comverse Technology, Inc. (the “Company”) expects to file its Annual Report on Form 10-K for the fiscal year ended January 31, 2010 (the “2009 Annual Report”) in January 2011 or earlier.mm10-2910_8k.htm
2010-10-138-K2010-10-121.01 Entry into a Material Definitive Agreement1.01 On October 12, 2010, Ulticom, Inc., a New Jersey corporation (“Ulticom”) and a majority-owned subsidiary of Comverse Technology, Inc. (the “Company”), entered into a definitive merger agreement (the “Merger Agreement”) with affiliates of Platinum Equity Advisors, LLC (“Platinum Equity”) providing for a merger (the “Merger”) in which Ulticom shareholders (other than the Company) will receive $2.33 in cash, without interest (the “Merger Consideration”), per share of common stock of Ulticom (“Ulticom Common Stock”), after payment of a special cash dividend in the amount of $5.74 per share (the “Contingent Dividend”).mm10-1210ult_8k.htm
2010-10-128-K2010-10-105.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 (b) Departure of Certain Officers.mm10-1210_8k.htm
2010-09-298-K2010-09-298.01 Other Events8.01 Comverse Technology, Inc. (the “Company”) is nearing completion of its Annual Report on Form 10-K for the fiscal years ended January 31, 2009, 2008, 2007, 2006 (the “Comprehensive Form 10-K”) and expects to file the Comprehensive Form 10-K next week.mm09-2910_8k.htm
2010-09-208-K2010-09-168.01 Other Events8.01 On September 16, 2010, Comverse Ltd., an indirect wholly-owned subsidiary of Comverse Technology, Inc. (the “Company”), entered into an agreement for the sale of certain land in Israel to a third party for a purchase price of approximately $28.5 million.d8k.htm
2010-08-198-K2010-07-228.01 Other Events8.01 On August 17, 2010, the Securities and Exchange Commission (the “SEC”) issued an order granting a petition by Comverse Technology, Inc. (the “Company”) for review of an administrative law judge’s decision to revoke the registration of the Company’s common stock pursuant to Section 12(j) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).mm08-1810_8k.htm
2010-08-128-K2010-08-122.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 The information disclosed under the heading “Financial Update” under Item 7.01 below is incorporated herein by reference.
7.01 Comverse Technology, Inc. (the “Company”) is disclosing in this Current Report on Form 8-K certain unaudited selected financial information relating to the Company and its wholly-owned subsidiaries, including Comverse, Inc. and the subsidiaries of Comverse, Inc. which comprise the Company’s Comverse segment (the “Comverse Segment”), and excluding the Company’s majority-owned subsidiaries, Verint Systems Inc. (“Verint”), Ulticom, Inc. (“Ulticom”), and Starhome, B.V. The Company is in the process of completing adjustments to certain previously disclosed financial information, completing its financial statements for subsequent fiscal periods and becoming current in its periodic reporting obligations under the federal securities laws.
d8k.htm
2010-07-228-K2010-07-228.01 Other Events8.01 On March 24, 2010, Comverse Technology, Inc. (the “Company”) disclosed in a Current Report on Form 8-K that the Securities and Exchange Commission (the “SEC”) had instituted an administrative proceeding pursuant to Section 12(j) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), to suspend or revoke the registration of each class of the Company’s securities because it had not become current in its periodic reporting obligations under the federal securities laws.mm07-2110_8k.htm
2010-07-068-K2010-07-068.01 Other Events8.01 Comverse Technology, Inc. (the “Company”) currently expects to file its comprehensive Annual Report on Form 10-K for the fiscal years ended January 31, 2009, 2008, 2007 and 2006 (the “Comprehensive Form 10-K”) in August 2010.mv7-6_8k.htm
2010-06-248-K2010-06-192.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 The information disclosed under the heading “Financial Update” under Item 7.01 below is incorporated herein by reference.
7.01 On June 19, 2010, Comverse Technology, Inc. (the “Company”) entered into an amendment (the “Amendment”) to a Stipulation of Settlement, dated December 16, 2009, that provides for the settlement of a consolidated shareholder class action under the caption In re Comverse Technology, Inc. Sec. Litig., No. 06-CV-1825 against the Company and certain of its former officers and directors (the “Stipulation of Settlement”).
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2010-06-028-K2010-05-265.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On May 26 and 27, 2010, Comverse Technology, Inc. (the “Company”) approved certain grants of deferred stock unit (“DSU”) awards.mm06-0110_8k.htm
2010-05-138-K2010-05-095.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On May 9, 2010, Comverse Technology, Inc. (the “Company”) received a resignation letter tendered by Howard Woolf, Senior Vice President, Global Services of Comverse, Inc., the Company’s wholly-owned subsidiary.mm05-1310_8k.htm
2010-04-238-K2010-04-215.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On April 21, 2010, the Board of Directors (the “Board”) of Comverse Technology, Inc. (the “Company”), upon the recommendation of the Compensation and Leadership Committee of the Board (the “Committee”), set the on target bonus opportunity in respect of the fiscal year ending January 31, 2011 (“Fiscal 2010”) for Stephen M. Swad, the Company’s Executive Vice President and Chief Financial Officer, Dror Bin, the Executive Vice President, President, Global Sales, of Comverse, Inc., a wholly-owned subsidiary of the Company, Gabriel Matsliach, the Senior Vice President, Global Products and Operations of Comverse, Inc., and Howard Woolf, the President, Global Services of Comverse, Inc., at $625,000, $400,000, $300,000 and $300,000, respectively.mm04-2210_8k.htm
2010-04-078-K2010-04-028.01 Other Events8.01 The United States District Court for the Eastern District of New York (the “Court”) preliminarily approved the settlement of certain shareholder derivative actions.mm04-0710_8k.htm
2010-03-308-K2010-03-265.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 The Board of Directors (the “Board”) of Comverse Technology, Inc. (the “Company”) and its Compensation and Leadership Committee made determinations with respect to the compensation of Andre Dahan, the Company’s President and Chief Executive Officer, for the fiscal year ended January 31, 2010 (“Fiscal 2009”) and the fiscal year ending January 31, 2011 (“Fiscal 2010”).mv3-2910_8k.htm
2010-03-248-K2010-03-237.01 Regulation FD Disclosure7.01 On February 8, 2010, Comverse Technology, Inc. (the “Company”) reported on a Current Report on Form 8-K that it had received a “Wells Notice” from the staff of the Securities and Exchange Commission (the “SEC”), which provided notification that the staff of the SEC intended to recommend that the SEC institute an administrative proceeding against the Company to determine whether, pursuant to Section 12(j) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the SEC should suspend or revoke the registration of each class of the Company’s securities registered under Section 12 of the Exchange Act.mv3-2410_8k.htm
2010-03-158-K2010-03-115.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.02 The Board of Directors (the “Board”) of Comverse Technology, Inc. (the “Company”) and its Compensation and Leadership Committee made determinations with respect to the compensation of certain named executive officers of the Company for the fiscal year ended January 31, 2010 (“Fiscal 2009”) and the fiscal year ending January 31, 2011 (“Fiscal 2010”).
5.03 On March 10, 2010, the Board approved the Amended and Restated By-Laws of the Company (the “By-Laws”).
mm03-1210_8k.htm
2010-02-088-K2010-02-048.01 Other Events8.01 On February 4, 2010, Comverse Technology, Inc. (the “Company”) received a “Wells Notice” from the staff of the Securities and Exchange Commission (the “SEC”).mm02-0810_8k.htm
2010-02-038-K2010-02-032.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 Comverse Technology, Inc. (the “Company”) is disclosing in this Current Report on Form 8-K certain unaudited selected financial information relating to its wholly-owned subsidiary, Comverse, Inc., and the subsidiaries of Comverse, Inc. comprising the Company’s Comverse segment (“Comverse”), and certain other unaudited consolidated financial information.
7.01 On June 18, 2009, the Company disclosed that, in connection with its settlement with the United States Securities and Exchange Commission (the “SEC”), the Company consented to the entry of a final judgment and court order that orders it to be in compliance with its periodic reporting obligations under the federal securities laws by no later than February 8, 2010.
mm02-0310_8k.htm
2010-01-118-K2010-01-055.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.mv1-7_8k.htm