Attached files
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EX-99.1 - Kiwibox.Com, Inc. | v170331_ex99-1.htm |
EX-10.40 - Kiwibox.Com, Inc. | v170331_ex10-40.htm |
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): December 31, 2009
MAGNITUDE INFORMATION SYSTEMS,
INC.
(Exact
name of registrant as specified in its charter)
Delaware
(State
or other jurisdiction of incorporation)
33-20432
|
75-2228828
|
(Commission File Number)
|
(IRS Employer Identification No.)
|
330
West 38th Street,
New York, New York 10018
(Address
of principal executive offices) (Zip Code)
(212)
239-8210
(Registrant's telephone
number)
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):
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-
4(c))
|
Item
5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year
Magnitude
Information Systems, Inc. (the “Company”) merged with its two Delaware
subsidiaries, Magnitude, Inc. and Kiwibox Media, Inc. and changed its corporate
name to Kiwibox.Com, Inc. The corporate name change and mergers are effective
today, December 31, 2009. The mergers and name change were accomplished in
compliance with the Delaware General Corporation Law which permits a corporate
name change in connection with a merger of a subsidiary without obtaining
shareholder approval. Management of the Company authorized the mergers to
eliminate the expenses and costs associated with corporate and tax filings for
the subsidiaries. In addition, the corporate name change was adopted to align
the Company’s corporate name with its main business, the Kiwibox.Com
website.
Registrant
issued the Press Release, attached hereto as Exhibit 99.1, announcing the
developments disclosed in this Form 8-K.
Item 9.01
Financial Statements and Exhibits.
(d)
Exhibits.
10.40
|
Certificate
of Ownership and Merger of Kiwibox Media, Inc. with and into Magnitude
Information Systems, Inc., including Corporate Name Change, dated December
15, 2009 and as filed with the Secretary of State of Delaware on December
17, 2009.
|
99.1
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Press
Release dated December 31,
2009
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SIGNATURES
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.
MAGNITUDE
INFORMATION SYSTEMS, INC.
|
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Dated:
December 31, 2009
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By
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/s/ Joerg H. Klaube
|
|
Joerg
H. Klaube
|
|||
Chief
Financial Officer
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