-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KN+ck+kO6OGgO6V+qPGsHAgV4FbF4YhSg3gCFoTB2UXYJpg47aw8whzWZDjD0ODV lmAe2oV9I7YlvV+GY/ft1g== 0000804731-03-000038.txt : 20031120 0000804731-03-000038.hdr.sgml : 20031120 20031120165044 ACCESSION NUMBER: 0000804731-03-000038 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031114 ITEM INFORMATION: Other events ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20031120 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TENERA INC CENTRAL INDEX KEY: 0000804731 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING SERVICES [8711] IRS NUMBER: 943213541 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09812 FILM NUMBER: 031015916 BUSINESS ADDRESS: STREET 1: ONE MARKET, SPEAR TOWER STREET 2: SUITE 1850 CITY: SAN FRANCISCO STATE: CA ZIP: 94105-1018 BUSINESS PHONE: 4155364744 MAIL ADDRESS: STREET 1: ONE MARKET, SPEAR TOWER STREET 2: SUITE 1850 CITY: SAN FRANCISCO STATE: CA ZIP: 94105-1018 FORMER COMPANY: FORMER CONFORMED NAME: TENERA LP DATE OF NAME CHANGE: 19920703 8-K 1 form8k1103dissolution.txt FORM 8K TENERA, INC. DISSOLUTION 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 November 14, 2003 Date of Report (date of earliest event reported) Commission File Number 1-9812 TENERA, INC. (Exact name of registrant as specified in its charter) Delaware 94-3213541 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1 Maritime Plaza, Suite 750, San Francisco, California 94111 (Address of principal executive offices) (Zip Code) (415) 273-2705 (Registrant's telephone number, including area code) (Former name or former address, if changed since last report) Item 5. Other Events and Regulation FD Disclosure. On November 14, 2003, TENERA, Inc. ("the Company") held a Special Meeting of Shareholders pursuant to a notice and proxy statement sent to all shareholders dated October 23, 2003. The following proposals were approved at the Company's Special Meeting:
- ---------------------------------------------------------------------------------------------------------------- Votes Votes Broker For Against Abstained Non-Votes - ---------------------------------------------------------------------------------------------------------------- Proposal to ratify and approve the Complete Liquidation and Dissolution of the Company ..................... 5,659,986 582,490 9,939 0 - ----------------------------------------------------------------------------------------------------------------
The press release announcing the Shareholders' approval of a plan of dissolution is attached hereto as Exhibit 99.1 and is incorporated herein by reference. Item 7. Financial Statements and Exhibits (b) Exhibits The following Exhibits are filed as part of this report: Exhibit No. 99.1 Press Release, dated as of November 20, 2003, entitled "TENERA Announces Shareholders' Approval of Dissolution." 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. TENERA, Inc. By: /s/ Jeffrey R. Hazarian -------------------------------- Jeffrey R. Hazarian Chief Executive Officer Date: November 20, 2003 EXHIBIT INDEX Exhibit No. Description 99.1 Press Release, dated as of November 20, 2003, entitled "TENERA Announces Shareholders' Approval of Dissolution." EX-99 3 exhibit991dissolutionpr.txt PRESS RELEASE - APPROVAL OF DISSOLUTION Exhibit 99.1 [OBJECT OMITTED] TENERA, Inc. 1 Maritime Plaza, Ste. 750 San Francisco, CA 94111 TENERA Announces Shareholders' Approval of Dissolution For Immediate Release Tuesday, November 20, 2003 Contact: Jeffrey Hazarian, Chief Executive Officer (415) 273-2705 SAN FRANCISCO, CALIFORNIA-- TENERA, Inc. (the "Company") announced today that the Shareholders ratified and approved a plan of complete liquidation and dissolution of the Company at its Special Meeting held on November 14, 2003 pursuant to a notice and proxy statement dated October 23, 2003. Statements contained in this press release which are not historical facts are forward-looking statements. Such forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected. Such risks and uncertainties include the plan to dissolve and liquidate the Company. Additional risks are detailed in the Company's filings with the Securities and Exchange Commission, including its most recent Form 10-K filed on April 15, 2003 and its Definitive Proxy Statement filed on October 23, 2003. ### -----END PRIVACY-ENHANCED MESSAGE-----