8-KThe WireRoutine
Company Update
Filed Feb 28, 2008 · 18y ago · Accession 0000096536-08-000012
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗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): February 22, 2008
TAYLOR DEVICES, INC.
(Exact name of registrant as specified in its charter)
New York
0-3498
16-0797789
(State or other
jurisdiction of
incorporation)
(Commission File
Number)
(IRS Employer
Identification No.)
90 Taylor Drive
North Tonawanda, New York
14120-0748
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code:
(716) 694-0800
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)
[ ] 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))
Section 8 - Other Events
Item 8.01 Other Events.
On February 22, 2008, Taylor Devices, Inc. ("Taylor") and Tayco Developments, Inc. ("Tayco") each held a Special Meeting of their respective shareholders to vote upon the pending merger of Tayco with and into
Taylor.
Of the 3,156,061 shares of Taylor Devices, Inc. common stock outstanding as of January 11, 2008, the holders of approximately 1,836,489 shares, or 58.2%, voted for the approval of the merger, 31,264 shares, or 1.0%, voted
against the merger and 3,539 shares, or 0.1% abstained.
A vote of 66 2/3% of the total shares outstanding, or 2,104,041 shares, is required to approve the merger. Consequently, Taylor adjourned the meeting until March 28, 2008 in order to solicit the remaining votes needed
for approval. The Special Meeting of Shareholders will be held at 9:00 am in the Company's Conference Room, 90 Taylor Drive, North Tonawanda, New York.
The shareholders of Tayco Developments, Inc. voted 770,708 shares, or 78.0%, for the approval of the merger, 1,519 shares, or 0.2%, voted against the merger and 133 shares, or .01%, abstained. The Agreement and Plan of
Merger was passed on behalf of the Tayco shareholders.
Taylor's website can be visited at: www.taylordevices.com
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No . Description
99.1
Form of Proxy
99.2
Adjournment Letter to Shareholders
SIGNATURE
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.
TAYLOR DEVICES, INC.
(registrant)
DATED: February 28, 2008
By: /s/Douglas P.
Taylor
Douglas P. Taylor, President
and Chief Executive Officer
Filing details
- Company
- TAYLOR DEVICES, INC.
- Ticker
- TAYD
- CIK
- 96536
- Form type
- 8-K
- Filing date
- Feb 28, 2008
- Report date
- Feb 22, 2008
- Document
- form8kadjournment.htm
- Size
- 20 KB
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