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) December 23, 2014
MARLIN BUSINESS SERVICES CORP.
(Exact name of registrant as specified in its charter)
| | | | |
| Pennsylvania | | 000-50448 | | 38-3686388 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
| | |
| 300 Fellowship Road, Mount Laurel, NJ | | 08054 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code (888) 479-9111
(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 (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)) |
Item 8.01.Other Events.
As described in the Schedule 13D/A filed by Red Mountain Capital Partners LLC on December 23, 2014, Red Mountain Partners, L.P. and Red Mountain Investors I LLC – Series A agreed to purchase a block of 1,705,317 shares of the Registrant’s Common Stock from WCI (Private Equity), LLC, an affiliate of Peachtree Equity Investment Management, Inc., at a purchase price of $20.00 per share. The transaction is expected to close on or about December 29, 2014
Additional information is available in the Schedule 13D/A filed by Red Mountain Capital Partners LLC on December 23, 2014.
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 hereunto duly authorized.
| | | | | | |
| | | | | | MARLIN BUSINESS SERVICES CORP. |
| | | | | | (Registrant) |
| | | |
| Date: December 29, 2014 | | | | | | /s/ Edward R. Dietz |
| | | | | | Edward R. Dietz |
| | | | | | Senior Vice President and General Counsel |
