425: Prospectuses and communications, business combinations
Published on March 23, 2009
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):
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March
23, 2009
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SCM
Microsystems, Inc.
__________________________________________
(Exact
name of registrant as specified in its charter)
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Delaware
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000-29440
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77-0444317
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_____________________
(State
or other jurisdiction
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_____________
(Commission
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______________
(I.R.S.
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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|
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||
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Oskar-Messter-Str.
13, Ismaning,
Germany,
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85737
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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:
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+49
89 95 95 5000
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Not
Applicable
______________________________________________
Former
name or former address, if changed since last report
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:
x Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o 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))
Item
8.01. Other Events.
On March
23, 2009, SCM Microsystems, Inc. (“SCM”) announced that its stockholders voted
to adjourn the special meeting of stockholders held on March 23, 2009 to
consider and vote upon a proposal to approve the issuance of shares of SCM
common stock and warrants to purchase shares of SCM common stock in connection
with the prospective merger between SCM and Hirsch Electronics Corporation
(“Hirsch”), pursuant to the Agreement and Plan of Merger, by and among SCM,
Hirsch, and two wholly-owned subsidiaries of SCM, dated as of December 10,
2008. The special meeting of stockholders has been adjourned until
April 16, 2009. The record date for stockholders entitled to vote at
the special meeting remains February 11, 2009. A copy of the press
release announcing the adjournment of the special meeting of stockholders is
filed as Exhibit 99.1 hereto and incorporated by reference herein.
Item
9.01. Financial Statements and Exhibits.
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(c) Exhibits
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Exhibit
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Description
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99.1
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Press
Release issued on March 23,
2009
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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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SCM
Microsystems, Inc.
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||||
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March 23,
2009
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By:
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|||
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Stephan
Rohaly
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||||
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Chief
Financial Officer and Secretary
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EXHIBIT INDEX
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Exhibit No.
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Description
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99.1
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Press
release issued by SCM on March 23,
2009
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