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EX-99.1 - EXHIBIT 99.1 - AETRIUM INCex99-1.htm


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):
November 29, 2012
___________________
 
AETRIUM INCORPORATED
(Exact name of registrant as specified in its charter)
 
Minnesota
0-22166
41-1439182
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification Number)
 
2350 Helen Street
North St. Paul, Minnesota
 
55109
(Address of Principal Executive Offices)
(Zip Code)

(651) 770-2000
(Registrant’s Telephone Number, Including Area Code)
 
N/A
(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))
 


 
 

 

Section 8 – Other Events
 
Item 8.01. Other Events.
 
On December 3, 2012, Aetrium Incorporated publicly announced, among other things, that on November 29, 2012 it was served with a lawsuit against it and each of its directors brought by a group of dissident shareholders headed by Jeffrey Eberwein. The lawsuit seeks declaratory and injunctive relief relating to the company’s special meeting of shareholders held on November 26, 2012 on the demand of the Eberwein group, including inter alia on the construction and validity of certain of the company’s bylaw provisions, and seeks an order extending the shareholders meeting concluded on November 26. For further information, please refer to the press release attached hereto as Exhibit 99.1, which is incorporated by reference herein.
 
The information contained in this report and the exhibit hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be incorporated by reference into any filings made by Aetrium Incorporated under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.
 
Section 9 – Financial Statements and Exhibits
 
Item 9.01. Financial Statements and Exhibits.
 
(c)      Exhibits.
 
Exhibit No.
 
Description
99.1
 
Press Release issued December 3, 2012

 
 

 
 
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.
 
 
AETRIUM INCORPORATED
 
       
 
By:
/s/ Douglas L. Hemer  
   
Douglas L. Hemer
Chief Administrative Officer and Secretary
 
       
Dated:   December 3, 2012
     
 
 
 
 
 

 
 
AETRIUM INCORPORATED
 
FORM 8-K
 
Exhibit Index
 
Exhibit No.
 
Description
 
Method of Filing
99.1
 
Press Release issued December 3, 2012
  Filed herewith