SHORETEL INC Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2017-09-27: Form 8-K; Period of report 2017-09-25; Description 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 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; 8.01 Other Events; Details 1.01.
- 2017-08-02: Form 8-K; Period of report 2017-08-02; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
- 2017-08-01: Form 8-K; Period of report 2017-07-26; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
- 2017-07-27: Form 8-K; Period of report 2017-07-26; Description 1.01 Entry into a Material Definitive Agreement; Details 1.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2017-09-27 | 8-K | 2017-09-25 | 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 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; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 1.02 On September 25, ShoreTel terminated its Amended and Restated Credit Agreement, dated as of October 22, 2014, among ShoreTel, the banks and other financial institutions or entities from time to time parties thereto, Silicon Valley Bank, as the Issuing Lender and Swingline Lender (as such terms are defined therein) and Silicon Valley Bank, as administrative agent and collateral agent, as amended (the “ShoreTel Credit Facility”). 2.03 The information contained in Item 1.01above is incorporated by reference into this Item 2.03. 3.01 On September 25, 2017, in connection with the consummation of the Offer and the Merger, ShoreTel (i) notified the NASDAQ Stock Market (“NASDAQ”) of the consummation of the Merger and (ii) requested that NASDAQ (x) halt trading of the Shares effective before the opening of trading on September 25, 2017, and permanently suspend trading at the close of trading on September 25, 2017, and (y) file with the SEC a Form 25 Notification of Removal from Listing and/or Registration to delist and deregister the Shares under Section 12(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). 3.03 The information contained in the Introductory Note, Item 5.01 and Item 5.03 is incorporated by reference into this Item 3.03. 5.01 As described in the Introductory Note above, on September 25, 2017, the Offeror accepted for payment all Shares that were validly tendered and not properly withdrawn prior to the expiration of the Offer. 5.02 At the Effective Time, the members of the board of directors of ShoreTel resigned, and immediately following the Effective Time, Steve E. Spooner, Colin McAnuff and Greg Hiscock were elected as members of the board of directors of the Surviving Corporation, each to hold office until their respective successors are duly elected or appointed and qualified or until their earlier respective deaths, resignations or removals from office. 5.03 In connection with the consummation of the Merger, the certificate of incorporation of ShoreTel and the bylaws of ShoreTel were each amended and restated in their entirety as set forth in Exhibits 3.1 and 3.2 hereto, which are incorporated by reference into this Item 5.03. 8.01 On September 25, 2017, Mitel issued the press release attached hereto as Exhibit 99.1 (the “Press Release”) announcing that Mitel, Parent, the Offeror and ShoreTel consummated the Merger. | d396545d8k.htm |
| 2017-08-02 | 8-K | 2017-08-02 | 2.02 Results of Operations and Financial Condition | 2.02 On August 2, 2017, ShoreTel, Inc. issued a press release announcing its financial results for its fiscal quarter and year ended June 30, 2017, the text of which is furnished herewith as Exhibit 99.1. | v472122_8k.htm |
| 2017-08-01 | 8-K | 2017-07-26 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On July 26, 2017, the Compensation Committee of the Board of Directors of ShoreTel, Inc. (the “Company”), approved the payment of cash bonuses, in lieu of the normal annual refresh equity grants, in the aggregate amount of $1,150,000 (each, an “Executive Retention Bonus” and together, the “Executive Retention Bonuses”) to the Company’s executive team, including the following amounts to its named executive officers: David Petts ($150,000), Michael Healy ($200,000), Eugenia Corrales ($250,000) and Bharath Oruganti ($200,000). | form8k.htm |
| 2017-07-27 | 8-K | 2017-07-26 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | s001799x1_8k.htm |
| 2017-04-26 | 8-K | 2017-04-26 | 2.02 Results of Operations and Financial Condition | 2.02 On April 26, 2017, ShoreTel, Inc. issued a press release announcing its financial results for its fiscal quarter ended March 31, 2017, the text of which is furnished herewith as Exhibit 99.1. | v465142_8k.htm |
| 2017-01-26 | 8-K | 2017-01-26 | 2.02 Results of Operations and Financial Condition | 2.02 On January 26, 2017, ShoreTel, Inc. issued a press release announcing its financial results for its fiscal quarter ended December 31, 2016, the text of which is furnished herewith as Exhibit 99.1. | v457518_8k.htm |