UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) August 18, 2008
Handleman Company
(Exact Name of Registrant as Specified in Its Charter)
Michigan
(State or Other Jurisdiction of Incorporation)
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| 1-7923
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38-1242806 |
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| (Commission File Number)
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(IRS Employer Identification No.) |
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| 500 Kirts Boulevard, Troy, Michigan
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48084-4142 |
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| (Address of Principal Executive Offices)
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(Zip Code) |
(248) 362-4400
(Registrant’s Telephone Number, Including Area Code)
Not applicable
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item 1.02 Termination of a Material Definitive Agreement
On August 18, 2008, Handleman Company (“Handleman”) and David Handleman (“Mr.
Handleman”) entered into a Settlement and Release Agreement (“Settlement
Agreement”) pursuant to which the parties agreed to terminate the Advisory
Agreement between Handleman and Mr. Handleman dated August 16, 1989 (“Advisory
Agreement”). The Settlement Agreement requires Handleman to pay to Mr.
Handleman, within 10 business days of its execution, $550,000 as consideration
for Mr. Handleman providing Handleman with a full release of rights to sue
pursuant to Advisory Agreement, a covenant not to sue regarding the Advisory
Agreement and consent to terminate the Advisory Agreement. The Settlement
Agreement also requires Mr. Handleman to return to Handleman the 2007 Mercedes
S550v leased by Handleman on Mr. Handleman’s behalf. Mr. Handleman is also
required to file with the Circuit Court for the County, State of Michigan a
stipulated order of dismissal of the David Handleman v. Handleman Company, Case
No. 08-090111-CZ, which was a lawsuit alleging that Handleman breached its
contract with Mr. Handleman.