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): August 4, 2014 (July 30, 2014)

 

 

OVERLAND STORAGE, INC.

(Exact name of registrant as specified in its charter)

 

 

 

California   000-22071   95-3535285

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

9112 Spectrum Center Boulevard, San Diego, California 92123

(Address of principal executive offices, including zip code)

(858) 571-5555

(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 (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

x 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

On July 30, 2014, Overland Storage, Inc. (the “Company”) entered into a Patent Cross-License and Settlement Agreement (the “Settlement Agreement”) with BDT Media Automation GmbH (collectively with its subsidiaries and affiliates, “BDT”) pursuant to which the Company settled all claims it has against BDT in connection with the patent infringement lawsuits the Company filed in the United States District Court for the Southern District of California against BDT AG, BDT Products, Inc., BDT-Solutions GmbH & Co. KG; BDT Automation Technology (Zhuhai FTZ) Co., Ltd.; BDT de México, S. de R.L. de C.V. Such settlement includes multi-year agreements, a strategic investment in the Company by BDT, mutual releases of claims by Overland and BDT and a cross-license pursuant to which each party granted to the other an irrevocable, nonexclusive, royalty free, worldwide license to its patents and patent rights related to tape-based solutions. In addition, the Company agreed to dismiss with prejudice Case Number 12-cv-1598-JLS brought by the Company against PivotStor, LLC.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibits

  

Description

99.1    Press Release issued July 30, 2014


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

 

      OVERLAND STORAGE, INC.
Date: August 4, 2014      

/s/ Kurt L. Kalbfleisch

     

Name: Kurt L. Kalbfleisch

Title: Senior Vice President, Finance and Chief Financial Officer


EXHIBIT INDEX

 

Exhibits

  

Description

99.1    Press Release issued July 30, 2014


Exhibit 99.1

 

LOGO

Overland Storage® Enters into Strategic Partnership with BDT and Settles Patent Lawsuit

San Diego, CA—July 30, 2014—Overland Storage, Inc. (NASDAQ:OVRL), a trusted global provider of unified data management and protection solutions across the data lifecycle, today announced that it has settled all claims in its patent infringement litigation filed against BDT Media Automation GmbH. As part of the settlement agreement, Overland Storage has entered into a patent cross-license agreement with BDT Media Automation GmbH and a strategic investment in Overland Storage by BDT.

The settlement and cross-license agreement effectively concludes Overland Storage’s 2012 lawsuit filed in the U.S. District Court for the Southern District of California, and with the United Stated International Trade Commission, against BDT AG; BDT Products, Inc.; BDT-Solutions GmbH & Co. KG; BDT Automation Technology (Zhuhai FTZ) Co., Ltd.; and BDT de Mexico, S. de R.L. de C.V. The litigation pertained to partitioning media elements and the “mail slot” feature in automated media devices. In addition, Overland Storage agreed to dismiss with prejudice Case Number 12-cv-1598-JLS brought by Overland against PivotStor, LLC.

“We are pleased that we are able to settle the litigation and move forward as partners,” said Eric Kelly, CEO of Overland. “We can now focus on growing our market position in the tape and automation segment in collaboration with BDT and provide even greater choice for our customers.”

About BDT

Founded in 1967, BDT Media Automation GmbH is a market leader for B2 digital print feeders, and a leading worldwide technology partner of major corporations in the IT and printing industry. With operations in Germany, U.S., Mexico, China and Singapore, BDT’s expertise includes data management, data protection and print media handling.

About Overland Storage

Overland Storage is a trusted global provider of unified data management and data protection solutions across the data lifecycle. The Company delivers one of the most extensive and complementary product portfolios and service offerings in the industry. By providing an integrated range of technologies and services for primary, nearline, offline, and archival data storage, Overland Storage and Tandberg Data, a wholly-owned subsidiary of Overland, make it easy and cost-effective to manage different tiers of information over the data lifecycle, whether distributed data is across the hall or across the globe. Overland Storage recently announced its proposed merger with Sphere 3D Corporation (NASDAQ:ANY). This alliance is intended to bring together next generation


technologies for virtualization and cloud coupled with end-to-end scalable storage offerings allowing them to address the larger and growing virtualization and cloud markets. Overland Storage and Tandberg Data solutions are available through a select network of value-added resellers and system integrators. For more information, visit www.overlandstorage.com or www.tandbergdata.com.

Overland Storage, the Overland logo and Tandberg Data are trademarks or registered trademarks of Overland Storage, Inc. that may be registered in some jurisdictions. All other trademarks are the property of their respective owners.

Contact:

Pattie Adams

+1 (408) 283-4779

padams@overlandstorage.com

www.overlandstorage.com

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