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):
September
16, 2008
___________
BROADPOINT
SECURITIES GROUP, INC.
(Exact
name of registrant as specified in its charter)
___________
New
York
(State
or other jurisdiction of incorporation)
0-14140
(Commission
File Number)
22-2655804
(IRS
Employer Identification No.)
One
Penn Plaza
New
York, New York
(Address
of Principal Executive Offices)
10119
(Zip
Code)
(212) 273-7100
(Registrant’s
telephone number, including area code)
Not
Applicable
(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:
|
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
8.01 Other
Events.
On
September 16, 2008, Broadpoint Securities Group, Inc. and its affiliates (the
“Company”) agreed to a settlement and resolution (the “Settlement”) with
Imperial Capital Group, LLC and its affiliates (“Imperial”) of claims in
connection with the arbitration proceeding brought by Imperial before the
Financial Industry Regulatory Authority (“FINRA”) against the Company and
individuals who are former employees of Imperial (the
“Litigation”).
The
Litigation arose in connection with the hiring by the Company’s subsidiary,
Broadpoint Capital, Inc. (“Broadpoint”) of Tim O’Connor, the Head of the
Investment Banking Division of Broadpoint and nine other former employees
of Imperial. Imperial alleged various causes of action against Broadpoint and
certain of the former employees based upon alleged violations of restrictive
covenants in employee contracts relating to the non-solicitation of employees
and clients. Imperial claimed damages in excess of $100 million. Concurrent with
the filing of the Litigation, Imperial sought and obtained a temporary
restraining order in New York State Supreme Court, pending the conclusion of the
FINRA arbitration hearing, enjoining Broadpoint from disclosing or making use of
any confidential information of Imperial, recruiting or hiring any employees of
Imperial and seeking or accepting as a client any client of Imperial, except
those clients for whom any of the hired individuals had provided services as a
registered representative while employed by Imperial. On April 17, 2008,
Broadpoint, the other respondents, and Imperial entered into a settlement
whereby Imperial’s claims for injunctive relief were withdrawn and it was agreed
the temporary restraining order would be vacated (the “Partial
Settlement”).
The
Settlement resolves all remaining claims among the parties asserted in the
Litigation. In particular, in exchange for a $500,000 payment from Broadpoint,
Imperial has released its claims against the respondents. In addition, the
respondents have released the claims and defenses raised by them against
Imperial in the Litigation (including third-party claims asserted against
Imperial by Tim O'Connor), and the FINRA case has been dismissed. The terms and
conditions of the Partial Settlement remain in effect.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
BROADPOINT SECURITIES
GROUP, INC.
By: /s/ Robert I.
Turner
Name: Robert
I. Turner
Title: Chief
Financial Officer
Dated:
September 22, 2008