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 28, 2010
CONCORD CAMERA CORP.
(Exact name of registrant as specified in its charter)
New Jersey 0-17038 13-3152196
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
4000 Hollywood Boulevard, North Tower, Hollywood, Florida 33021
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (954) 331-4200
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:
|_| 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 8.01. Other Events.
On September 28, 2010, the Company's Board of Directors approved a liquidating
distribution of $0.40 per share to the shareholders of record at the close of
business on May 11, 2009 (the "Record Date") in accordance with the previously
announced Plan of Dissolution and Liquidation (the "Plan of Liquidation"). As
previously announced, in accordance with the Plan of Liquidation, the Company's
stock transfer books were closed at the close of business on May 11, 2009 and no
transfers of its common stock were recorded after that time. The Company
currently anticipates that payment of the liquidating distribution will be made
in October 2010 and shareholders of record on the Record Date will receive a
communication from the Company's stock transfer agent in October 2010 regarding
the distribution. The timing and amounts of any future distributions, if any,
will be determined by the Company's Board of Directors in accordance with the
Plan of Liquidation. There can be no assurance that there will be any future
distributions.
As previously disclosed, on April 29, 2010, the Company entered into a Purchase
and Release Agreement (the "Purchase Agreement") with Citigroup Global Markets,
Inc. ("Citigroup"), pursuant to which Citigroup purchased all of the Company's
remaining auction rate securities, having an aggregate par value of $18,950,000,
for $16,202,228 and the Company retained the option to repurchase, on or before
October 28, 2012, any or all of the issues of auction rate securities purchased
by Citigroup under the Purchase Agreement at the purchase price paid by
Citigroup for such securities. In June of 2010, the Company exercised its option
under the Purchase Agreement to repurchase auction rate securities, having an
aggregate par value of $8,350,000, for $7,091,222 from Citigroup and the Company
then resold those securities to third parties realizing a net gain of $493,028.
Under the Purchase Agreement, the Company continues to hold the option to
repurchase any or all of the issues of the remaining auction rate securities
sold to Citigroup, having an aggregate par value of $10,600,000 and an aggregate
purchase price of $9,111,006, until October 28, 2012.
Cautionary Statement About Forward Looking Statements
The statements contained in this Form 8-K that are not historical facts are
"forward looking statements" (as such term is defined in the Private Securities
Litigation Reform Act of 1995), which can be identified by the use of
forward-looking terminology such as: "estimates," "projects," "anticipates,"
"expects," "intends," "believes," "plans," "forecasts" or the negative thereof
or other variations thereon or comparable terminology, or by discussions of
strategy that involve risks and uncertainties, including statements regarding
the timing and amount of (i) the liquidating distribution reported in this Form
8-K, (ii) the communication from the Company's stock transfer agent, (iii) the
Company's option to repurchase auction rate securities from Citigroup, and (iv)
future liquidating distributions, if any. The Company's actual results could
differ materially from those anticipated in such forward-looking statements as a
result of certain factors, including the failure of the Company's stock transfer
agent to communicate with the Company's shareholders or to effectuate the
liquidating distribution in a timely manner or at all, the failure of Citigroup
to comply with the terms of the Purchase Agreement in a timely manner or at all,
the Company's ability to sell and monetize or otherwise dispose of its remaining
non-cash assets in a timely manner or at all and the Company's ability to settle
or otherwise resolve its liabilities and obligations, including contingent
liabilities, with its creditors.
For a discussion of some additional factors that could cause actual results to
differ, see the risks discussed under "Risk Factors" and the disclosures in the
Company's Annual Report on Form 10-K for the fiscal year ended June 28, 2008 and
subsequently filed reports and in "Certain Risks Related to the Dissolution and
the Plan of Liquidation" and the disclosures in the Definitive Proxy Statement
for the 2008 Annual Shareholders' Meeting filed with the Securities and Exchange
Commission on November 7, 2008. The Company wishes to caution the reader that
these forward-looking statements, including, without limitation, statements
regarding the amount of any liquidating distributions, the timing of any
liquidating distributions, and other statements contained in this Form 8-K
regarding matters that are not historical facts, are only estimates or
predictions. No assurance can be given that future results will be achieved.
Actual events or results may differ materially as a result of risks facing the
Company or actual results differing from the assumptions underlying such
statements. Any forward-looking statements contained in this Form 8-K represent
the Company's estimates only as of the date of this Form 8-K, or as of such
earlier dates as are indicated herein, and should not be relied upon as
representing the Company's estimates as of any subsequent date. While the
Company may elect to update forward-looking statements at some point in the
future, unless required by applicable law, the Company specifically disclaims
any obligation to do so, even if its estimates change.
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 thereunto duly authorized.
CONCORD CAMERA CORP.
Date: September 29, 2010 By: /s/ Ira B. Lampert
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Ira B. Lampert, Chief Executive Officer,
President and Treasurer