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):   September 16, 2013

 

 

Qumu Corporation

(Exact name of Registrant as Specified in its Charter)

 

Minnesota

(State Or Other Jurisdiction Of Incorporation)

 

000-00619 41-1577970
(Commission File Number) (I.R.S. Employer Identification No.)
   
7725 Washington Avenue South
Minneapolis, MN 		55439
(Address Of Principal Executive Offices) (Zip Code)

 

(952) 683-7900

Registrant’s Telephone Number, Including Area Code

 

Rimage Corporation

(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 ( see General Instruction A.2. below):

 

☐ Written communications pursuant to Rule 425 under the Securities Act
   
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act
   
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
   
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

 

 
 

Items under Sections 1 through 4 and 6 through 8 are not applicable and therefore omitted.

 

ITEM 5.03 AMENDMENT TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR.

 

Effective September 16, 2013 Rimage Corporation changed its corporate name to Qumu Corporation (the “Company”). The Company previously announced the pending name change by a press release issued on June 17, 2013. The Articles of Amendment filed with the Minnesota Secretary of State are attached hereto as Exhibit 3.1 to this Current Report on Form 8-K. The Company also amended its Bylaws, effective as of September 16, 2013 , to reflect the name change.

 

Concurrent with the name change, the Company’s common stock will continue to trade on the NASDAQ Global Select Market under the new trading symbol of “QUMU.” The new CUSIP number for the Company’s common stock is 749063 103 .

 

On September 16, 2013, the Company issued a press release attached hereto as Exhibit 99.1 announcing the name change.

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

 

Exhibit No.   Description
3.1  

Articles of Amendment to Articles of Incorporation of Rimage Corporation as filed with the Minnesota Secretary of State effective as of September 16, 2013

 

99.1  

Press release issued on September 16, 2013

 

 

 

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, thereunto duly authorized.

 

  QUMU CORPORATION
     
  By: /s/ James R. Stewart
    James R. Stewart
Chief Financial Officer

 

Date:  September 16, 2013

 

 

 

 

 

 

 

Exhibit 3.1

 

Office of the Minnesota Secretary of State

Minnesota Business & Nonprofit Corporations

Amendment to Articles of Incorporation

Minnesota Statutes, Chapter 302A or 317A

 

Read the Instructions before completing this form.

Filing Fee: $55 for expedited service in-person and online filings, $35 for mail

 

1.    Corporate Name: (Required)

Rimage Corporation

List the name of the company prior to any desired name change

 

2.    This amendment is effective on the day it is filed with the Secretary of State, unless you indicate another date, no later than 30 days after filing with the Secretary of State.

  9/16/13
  Format (mm/dd/yyyy)

3.    The following amendment(s) to articles regulating the above corporation were adopted: (Insert full text of newly amended article(s) indicating which article(s) is (are) being amended or added.) If the full text of the amendment will not fit in the space provided, attach additional pages.

ARTICLE             1        

 

 
The name of this Corporation is Qumu Corporation.
 
 

 

4.    This amendment has been approved pursuant to Minnesota Statutes , Chapter 302A or 317A.

 

5.    I, the undersigned, certify that I am signing this document as the person whose signature is required, or as agent of the person(s) whose signature would be required who has authorized me to sign this document on his/her behalf, or in both capacities. I further certify that I have completed all required fields, and that the information in this document is true and correct and in compliance with the applicable chapter of Minnesota Statutes. I understand that by signing this document I am subject to the penalties of perjury as set forth in Section 609.48 as if I had signed this document under oath.

 

 

 

      /s/ James R. Stewart   9/4/13
Signature of Authorized Person or Authorized Agent   Date

 

 

 

 

 

 

 

Exhibit 99.1

 

Rimage Changes Name to Qumu and Launches New Corporate Brand

 

New Identity Reinforces Company’s Commitment to the Growing Enterprise Video Communications Market

 

Stock Trades Under QUMU, Effective Today

 

Minneapolis, MN – September 16, 2013 – Qumu Corporation (NASDAQ: QUMU) , the leader in secure multimedia content management and delivery solutions, today announced that it has changed the name of the company from Rimage Corporation to Qumu Corporation to reflect its commitment to the rapidly growing enterprise video communications market. Effective today, the Company’s stock will trade on NASDAQ under the symbol QUMU. The new CUSIP for Qumu’s common stock is 749063 103.

As part of its name change, Qumu has officially launched a new corporate website, www.qumu.com , that illustrates its differentiated tools and services that allow businesses to create, manage, distribute, secure and measure the success of their videos. To clearly demonstrate Qumu’s capabilities, the new website features rich video content focused on use cases, vertical markets and technology.

 

Sherman L. Black, president and CEO said, “Video continues to gain traction with businesses as a primary means of communication with employees, partners and customers. The ability of video to convey emotional impact and more easily explain visually complex subjects is driving increased interest across industry sectors and geographies. Qumu’s offering, with its ability to integrate with most enterprise platforms, offer content rich applications and deliver on multiple viewer devices securely, is uniquely positioned in the industry.”

 

“The Qumu software business has demonstrated strong momentum. In the first half of 2013, revenues grew 233% and we expect that Qumu’s software revenue will grow in excess of 70% in 2013 compared with last year. Additionally, Qumu was named a leader in Forrester Research’s 2013 Forrester Wave report for the Enterprise Video Platform market space. With our strong cash position - $46 million at the end of June - and the cash generation capabilities of our disc publishing operation, we believe we have the resources we need to aggressively pursue our growth strategies. Our new corporate identity and website are designed to help us capitalize on our success to date and drive further awareness of Qumu,” concluded Mr. Black.

 

 

 
 

 

Forward-Looking Statements

This press release contains forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. Without limiting the foregoing, words such as “may,” “will,” “expect,” “believe,” “anticipate,” or “estimate” or comparable terminology are intended to identify forward-looking statements. Such forward-looking statements include, for example, statements about: the Company’s future revenue and operating performance, the demand for the Company’s products or software, the integration of the Qumu business, anticipated synergies between Rimage and Qumu businesses, the effect of changes in technology, the development and marketing of new products, or repurchases under the Company’s expanded stock repurchase program. The statements made by the Company are based upon management’s current expectations and are subject to certain risks and uncertainties that could cause the actual results to differ materially from those described in the forward-looking statements. These risks and uncertainties include the risk factors described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012 and other factors set forth in the Company’s filings with the Securities and Exchange Commission.

 

About Qumu Corporation

Video is the new document. Qumu Corporation (NASDAQ: QUMU) provides the tools businesses need to create, manage, secure, distribute and measure the success of their videos. Qumu's innovative solutions release the power in video to engage and empower employees, partners and clients. Qumu helps thousands of organizations around the world realize the greatest possible value from video and other rich content they create and publish. Whatever the audience size, viewer device or network configuration, Qumu solutions are how business does video . Additional information can be found at www.qumu.com .

 

Investor Contacts:

James Stewart, CFO

Qumu Corporation

952/944-8144

 

Jenifer Kirtland

EVC Group

415/568-9349

 

Media Contacts:

Pete Steege, Director of Marketing Communications

Qumu Corporation

952-683-7879

 

EVC Group

 

PadillaCRT