ORCHID CELLMARK INC - FORM 8-K - September 8, 2010
| Attached files | ||||||
| File | Filename | |||||
|---|---|---|---|---|---|---|
| EX-10.1 - SETTLEMENT AGREEMENT - ORCHID CELLMARK INC | dex101.htm | |||||
| EX-99.1 - PRESS RELEASE - ORCHID CELLMARK INC | dex991.htm | |||||
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 3, 2010
Orchid Cellmark Inc.
(Exact name of the registrant as specified in its charter)
| Delaware | 000-30267 | 22-3392819 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
4390 US Route One, Princeton, NJ 08540
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (609) 750-2200
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):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 1.01 | Entry into a Material Definitive Agreement. |
On September 7, 2010, Orchid Cellmark Inc. (the “Company”) and Accipiter Capital Management, LLC (“Accipiter”) jointly announced that the Company and Accipiter (together with its affiliates) had reached an agreement in connection with the nomination of candidates for election to the Company’s Board of Directors.
A copy of the settlement agreement is filed as Exhibit 10.1 to this Current Report on Form 8-K.
A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. |
Description | |
| 10.1 | Settlement Agreement dated September 3, 2010 | |
| 99.1 | Press Release dated September 7, 2010 | |
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.
| Orchid Cellmark Inc. | ||||
| Date: September 8, 2010 | By: | /s/ William J. Thomas | ||
| Name: | William J. Thomas | |||
| Title: | Vice President and General Counsel | |||
EXHIBIT INDEX
| Exhibit No. |
Description | |
| 10.1 | Settlement Agreement dated September 3, 2010 | |
| 99.1 | Press Release dated September 7, 2010 | |
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