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ELECTRO RENT CORP Form 8-K: Current report, 2016

ELECTRO RENT CORP Form 8-K: Current report

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

  • 2016-08-10: Form 8-K; Period of report 2016-08-10; Description 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 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 Year; Details 1.01.
  • 2016-08-05: Form 8-K; Period of report 2016-08-05; Description 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events; Details 5.07.
  • 2016-06-24: Form 8-K; Period of report 2016-06-23; Description 1.01 Entry into a Material Definitive Agreement; 3.03 Material Modification to Rights of Security Holders; 8.01 Other Events; Details 1.01.
  • 2016-05-31: Form 8-K; Period of report 2016-05-31; Description 1.01 Entry into a Material Definitive Agreement; 3.03 Material Modification to Rights of Security Holders; 8.01 Other Events; Details 1.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2016-08-108-K2016-08-101.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 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 Year1.01 Entry into Material Definitive Agreement.
1.02 On August 10, 2016, the Company terminated its existing credit facility.
2.01 The information set forth in the Introductory Note is incorporated herein by reference.
3.01 The information set forth in the Introductory Note and Item 2.01 is incorporated herein by reference.
3.03 The information set forth in the Introductory Note and in Item 2.01 is incorporated herein by reference.
5.01 As a result of the completion of the Merger on August 10, 2016, a change of control of the Company occurred, and the Company became a wholly-owned subsidiary of Parent.
5.02 Pursuant to the Merger Agreement, at the effective time of the Merger, (i) each of the directors of the Company immediately prior to the effective time of the Merger ceased to be a director of the Company, and (ii) each of the directors of Merger Sub immediately prior to the effective time of the Merger became the directors of the Company.
5.03 At the effective time of the Merger, the articles of incorporation and bylaws of the Company, as in effect immediately prior to the effective time of the Merger, were amended and restated to be identical to the articles of incorporation and bylaws of Merger Sub, except that the articles of incorporation and bylaws were changed to reflect that the name of the Company is “Electro Rent Corporation.” Copies of the amended and restated articles of incorporation and amended and restated bylaws are filed as exhibits to this Current Report on Form 8-K and are incorporated herein by reference.
d205399d8k.htm
2016-08-058-K2016-08-055.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events5.07 A special meeting of the shareholders of Electro Rent Corporation was held on August 5, 2016.
8.01 On August 5, 2016, the Company issued a press release announcing the adoption of the Merger Agreement by its shareholders.
d239190d8k.htm
2016-06-248-K2016-06-231.01 Entry into a Material Definitive Agreement; 3.03 Material Modification to Rights of Security Holders; 8.01 Other Events1.01 Entry into Material Definitive Agreement.
8.01 The Company issued a press release announcing the Restated Merger Agreement.
d205864d8k.htm
2016-05-318-K2016-05-311.01 Entry into a Material Definitive Agreement; 3.03 Material Modification to Rights of Security Holders; 8.01 Other Events1.01 Entry into Material Definitive Agreement.
8.01 The Company issued a press release announcing the Merger Agreement.
d189240d8k.htm
2016-05-128-K2016-05-125.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On May 10, 2016, Daniel Greenberg, our Chief Executive Officer and Chairman of the Board, notified the Company of his decision to resign from his positions as Chief Executive Officer and Chairman of the Board, effective as of July 11, 2016.a8kceoretirement.htm
2016-04-088-K2016-04-082.02 Results of Operations and Financial Condition2.02 On April 8, 2016, Electro Rent Corporation issued a press release announcing its financial results for the third fiscal quarter ended February 29, 2016.a8kq3fy16.htm
2016-03-178-K2016-03-178.01 Other Events8.01 On March 17, 2016, Electro Rent Corporation issued a press release announcing that its Board of Directors has declared a quarterly cash dividend of $0.125 per common share.a8kdividendsdeclared31716.htm
2016-01-078-K2016-01-072.02 Results of Operations and Financial Condition2.02 On January 7, 2016, Electro Rent Corporation issued a press release announcing its financial results for the second fiscal quarter ended November 30, 2015.a8kq2fy16.htm