-----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, Wx7ncOjNTjYh+HJzOHRf9XDBEkGljNA9JfxprqvGYEJT131RcjaMyr2RWo0B4xOR kwvClUX4mh/nijnWwzEXKw== 0000897101-11-000211.txt : 20110215 0000897101-11-000211.hdr.sgml : 20110215 20110215155606 ACCESSION NUMBER: 0000897101-11-000211 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110209 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20110215 DATE AS OF CHANGE: 20110215 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INSIGNIA SYSTEMS INC/MN CENTRAL INDEX KEY: 0000875355 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 411656308 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13471 FILM NUMBER: 11614235 BUSINESS ADDRESS: STREET 1: 8799 BROOKLYN BLVD. CITY: MINNEAPOLIS STATE: MN ZIP: 55445 BUSINESS PHONE: 7633926200 MAIL ADDRESS: STREET 1: 8799 BROOKLYN BLVD. CITY: MINNEAPOLIS STATE: MN ZIP: 55445 8-K 1 insignia110728_8k.htm FORM 8-K DATED FEBRUARY 9, 2011 insignia110728_8k.htm - Generated by SEC Publisher for SEC Filing

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549-1004

 

FORM 8-K

 

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report:

February 9, 2011

 

INSIGNIA SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

 

Minnesota

1-13471

41-1656308

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

 

 

 

8799 Brooklyn Blvd., Minneapolis, Minnesota

55445

(Address of principal executive offices)

(Zip Code)

 

Registrant’s telephone number, including area code   (763) 392-6200

 

 

(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:

 

☐  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 February 9, 2011, Insignia Systems, Inc. (the “Registrant”) entered into a confidential Settlement Agreement and Release with News America Marketing In-Store, LLC (“NAM”).  The Settlement Agreement and Release settled the Registrant’s outstanding lawsuit against NAM, which was pending in United States District Court, District of Minnesota.  Under the terms of the Settlement Agreement and Release, NAM paid the Registrant $125,000,000, and the Registrant paid NAM $4,000,000 in consideration for a 10-year exclusive arrangement for the sale and placement of signs with price by Insignia in NAM’s retailer network.  The remaining terms and conditions of the arrangement are being negotiated between the Registrant and NAM, and it is expected that a final agreement will be concluded soon.

 

 

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.

 

 

Insignia Systems, Inc.

 

(Registrant)

 

 

 

Date:    February 15, 2011

By 

/s/ Scott F. Drill

 

 

Scott F. Drill, President and Chief Executive Officer

 

 

 

 

 

 

 

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