From 8K Current Report
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):
July
12,
2006
L
Q
CORPORATION, INC.
(EXACT
NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE
(STATE
OR
OTHER JURISDICTION OF INCORPORATION)
|
000-25977
(COMMISSION
FILE NUMBER)
|
77-0421089
(I.R.S.
EMPLOYER IDENTIFICATION NO.)
|
|
888
Seventh Avenue
New
York, New York 10019
(ADDRESS
OF PRINCIPAL EXECUTIVE OFFICES)
|
(212)
974-5730
(REGISTRANT’S
TELEPHONE NUMBER, INCLUDING AREA CODE)
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):
r Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
r
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
r
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
r
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
1.01. Entry into a Material Definitive Agreement.
The
Board
of Directors of L Q Corporation, Inc. (the “Company”), including each director
independent of the Company and Barington Capital Group, L.P. (“Barington”),
approved as of July 12, 2006 an amendment of the services agreement between
Barington and the Company dated as of November 18, 2004 (as amended, the
“Services Agreement”). The amendment, which is effective as of June 30, 2006,
extended the term of the Services Agreement until December 31, 2007. The
Agreement was previously set to expire by its terms on June 30,
2006.
Under
the
Services Agreement, as amended, Barington will continue to provide certain
administrative, accounting and other services on behalf of the Company for
a fee
of $10,000 per month and legal services on behalf of the Company at the
Company’s request for a fee of $175 per hour. The agreement also provides
that in the event Barington identifies for the Company, at the Company’s
request, a business transaction such as a merger, acquisition or joint venture,
and provides the Company with financial consulting services in connection with
such business transaction, the Company will pay Barington a fee of two percent
of the amount of the consideration paid in the transaction.
Barington
is a Delaware limited partnership whose general partner is a corporation of
which James A. Mitarotonda is Chairman, President and Chief Executive Officer.
Mr. Mitarotonda is our Chairman and former Chief Executive Officer.
Sebastian E. Cassetta, the President, Chief Executive Officer and a director
of
the Company, is a Senior Managing Director and Chief Operating Officer of
Barington.
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.
L
Q CORPORATION,
INC.
Dated:
July 12, 2006 By:
/s/
James A. Mitarotonda
James
A.
Mitarotonda
Chairman