8-K 1 form8k.htm POMEROY IT SOLUTIONS 8K 10-20-2008 form8k.htm
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):  October 20, 2008



POMEROY IT SOLUTIONS, INC.
(Exact name of registrant as specified in its charter)


Delaware
0-20022
31-1227808
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)



1020 Petersburg Road, Hebron, KY 41048
(Address of principal executive offices and Zip Code)

Registrant's telephone number, including area code (859) 586-0600

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))
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 

Section 8 – Other Events

Item 8.01 Other Events.

On October 20, 2008, Pomeroy IT Solutions, Inc. (the “Company”) announced that the Special Committee of the Board of Directors has completed its review process.  As previously disclosed in FORM 8-K filings made by the Company with the United States Securities and Exchange Commission, the Special Committee was evaluating two unsolicited non-binding indications of interest, from David B. Pomeroy, II, a director of the Company and its largest stockholder, proposing to acquire, in each case with a financial partner, all of the outstanding common stock of the Company not owned by him, as well as exploring other alternatives to enhance stockholder value.

The press release is included as Exhibit 99.1 to this report and incorporated by reference in its entirety into this Item 8.01.



Section 9. – Financial Statements and Exhibits

Item 9.01 Financial statements and Exhibits

(d)
Exhibits

 
Press release, dated October 20, 2008.


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.

 
POMEROY IT SOLUTIONS, INC.
     
     
Date:   October 20, 2008
 By:  /s/ Keith R. Coogan  
     
     
 
Keith R. Coogan, President and Chief Executive Officer