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): July 20,
2007
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COLLECTORS
UNIVERSE,
INC.
|
|
(Exact
name of registrant as specified in its
charter)
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Delaware
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0-27887
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33-0846191
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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1921
E. Alton Avenue, Santa Ana, California
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92705
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (949)
567-1234
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N/A
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(Former
name or former address, if changed since last
report)
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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))
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Item
5.02
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Departure
of Directors or Principal Officers; Election of Directors; Appointment
of
Principal Officers.
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(d) Election
of New Director
On
July
20, 2007, the Board of Directors of Collectors Universe, Inc. elected Michael
J.
McConnell as a member of the Board, effective July 23, 2007.
Mr.
McConnell is and for more than the past five years has been a Managing Director
of Shamrock Capital Advisors, Inc., which is the investment manager for the
Shamrock Activist Value Fund. Mr. McConnell also is a member of
that firm’s Executive Committee. Prior to joining Shamrock in 1994,
Mr. McConnell held various positions at Merrill Lynch and Kidder
Peabody. Mr. McConnell is a director of iPass Inc ( NASDAQ GS: ipas),
and was formerly a director of Ansell Limited, Neo Technology Ventures, Nuplex
Industries and Port Link International. Mr. McConnell is also a
member of the NACD. Mr. McConnell earned a B.A. degree in economics
from Harvard University and his MBA degree (with distinction - Shermet Scholar)
from the Darden School of the University of Virginia.
Shamrock
Activist Value Fund owns, beneficially, approximately 13.67% of the Company’s
outstanding shares of common stock.
Concurrently
with his election to the Board, Mr. McConnell entered into an agreement with
the
Company (the “Letter Agreement”), which provides that if, at any time either (i)
the Shamrock Funds own, in the aggregate, less than five percent of the
Company's outstanding Common Stock (for reasons other than dilution caused
by
the Company's issuance of new securities) or (ii) Mr. Connell ceases to be
affiliated with the Shamrock Funds, he will tender his resignation as a director
of the Company. The Board will have the opportunity, but not the
obligation, to accept that resignation.
The
Letter Agreement also provides that, if Mr. McConnell ceases to be affiliated
with the Shamrock Funds at a time when those Funds own five percent (5%) or
more
of the Company’s outstanding Common Stock, then those Funds shall have the right
to recommend to the Nominating and Governance Committee of the Company’s Board
of Directors, for its consideration, a candidate for appointment or election
to
the Board of Directors.
The
Letter Agreement states that it is the Board of Directors intention to include
Mr. McConnell as one of management’s nominees for election to the Board of
Directors at the Company’s upcoming Annual Meeting of Stockholders, which is
scheduled to be held on December 5, 2007.
The
foregoing description of the Letter Agreement is qualified in its entirety
by
the complete text of the agreement which is attached hereto as Exhibit 99.1
to
this Current Report.
There
are
no existing or currently proposed transactions to which the Company or any
of
its subsidiaries is a party in which Mr. McConnell has a direct or indirect
interest.
Item
7.01
Regulation FD Disclosure
On July 25, 2007, the Company issued a press release announcing Mr. McConnell’s
election to the Company’s Board of Directors. A copy of that press
release is attached as Exhibit 99.2 to this Report.
In
accordance with General Instruction B. 2 of Form 8-K, the information in this
Item 7.01 of this Current Report and Exhibit 99.2 hereto are being
furnished and shall not be deemed "filed" for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, or otherwise subject to the
liabilities of that Section, nor shall such information or Exhibit be deemed
incorporated by reference in any filing under the Securities Act of 1933, as
amended.
2
ITEM
9.01 Financial Statements
and Exhibits.
(d) Exhibits.
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Exhibit
No.
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Description
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99.1
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Agreement
relating to Michael J. McConnell’s service on the Board of
Directors.
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99.2
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Press
release issued July 25, 2007, announcing the election of Michael
J.
McConnell to the Board of Directors of the
Company.
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3
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this Current Report to be signed on its behalf by the undersigned,
hereunto duly authorized.
COLLECTORS
UNIVERSE, INC.
Dated: July
25,
2007 By: /s/
JOSEPH J. WALLACE
Joseph
J.
Wallace, Chief Financial Officer
S-1
EXHIBIT
INDEX
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Exhibit
No.
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Description
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|
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99.1
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Letter
Agreement relating to Michael J. McConnell’s Service on the Board of
Directors.
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99.2
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Press
release issued July 25, 2007, announcing the election of Michael
J.
McConnell to
the
Board of Directors of the Company.
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E-1