- Current report filing (8-K)
20 May 2009 - 8:11PM
Edgar (US Regulatory)
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):
May 19,
2009
Santa
Monica Media Corporation
(Exact name of registrant as specified
in its charter)
Delaware
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001-33370
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59-3810312
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(State or other jurisdiction
of
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(Commission File
Number)
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(I.R.S.
Employer
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incorporation or
organization)
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Identification
Number)
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11845 West Olympic Boulevard,
Suite 1125W
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Los Angeles,
California
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90064
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(Address of principal executive
offices)
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(Zip
Code)
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(310) 526-3222
(Registrant’s telephone number,
including area code)
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:
o
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Written communications pursuant to
Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting material pursuant to
Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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ITEM
3.01
NOTICE OF MISSED DEADLINE FOR TIMELY
FILING OF QUARTERLY REPORT
On May
15, 2009, the Company filed an amended preliminary proxy with the SEC,
indicating its intention, subject to the final approval of the SEC and approval
of shareholders at a meeting currently planned to be held on May 29, 2009, to
liquidate the trust and distribute the trust assets to its
shareholders. Upon distribution of the trust proceeds, the Company
intends to voluntarily delist its stock from trading on the
Exchange. The SEC is currently reviewing the preliminary proxy
statement filed by the Company in this regard.
Based on its current plan to seek
liquidation of the amounts held in trust for its IPO shareholders, it is
unlikely the Company will timely file the quarterly report on Form 10Q
for the quarter ended March 31, 2009.
As of
March 31, 2009, the balance of the assets held in trust was
$100,699,285.
ITEM
9.01
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FINANCIAL
STATEMENTS AND EXHIBITS
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Exhibit
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Description
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99.1
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Press
release dated May 19, 2009.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
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Santa Monica Media
Corporation
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Date:
May 19, 2009
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By:
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/s/ David M.
Marshall
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Name:
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David M.
Marshall
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Title:
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Chief Executive
Officer
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Santa Monica Media Corp. (AMEX:MEJ)
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