-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, T+BijfZ8pCZIXR4F/tq0ua1Q6bvefBVq50pp5FBG0DPcvwqrkx3sUatKNIzLZROC 2xk59z3AjlDOdwxFbdNajA== 0001144204-10-038350.txt : 20100719 0001144204-10-038350.hdr.sgml : 20100719 20100719122918 ACCESSION NUMBER: 0001144204-10-038350 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20100719 DATE AS OF CHANGE: 20100719 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CORGENIX MEDICAL CORP/CO CENTRAL INDEX KEY: 0001063665 STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835] IRS NUMBER: 931223466 STATE OF INCORPORATION: NV FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-54667 FILM NUMBER: 10957881 BUSINESS ADDRESS: STREET 1: 12061 TEJON STREET STREET 2: 303-751-4831 CITY: WESTMINSTER STATE: CO ZIP: 80234 BUSINESS PHONE: 3034574345 MAIL ADDRESS: STREET 1: 120621 TEJON ST CITY: WESTMINSTER STATE: CO ZIP: 80234 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Wescor, Inc CENTRAL INDEX KEY: 0001496914 IRS NUMBER: 870284733 STATE OF INCORPORATION: UT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 370 WEST 1700 SOUTH CITY: LOGAN STATE: UT ZIP: 84321 BUSINESS PHONE: 435-752-6011 MAIL ADDRESS: STREET 1: 370 WEST 1700 SOUTH CITY: LOGAN STATE: UT ZIP: 84321 SC 13D 1 v190798_sc13d.htm Unassociated Document

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

SCHEDULE 13D


(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a)
AND AMENDMENTS THERETO FILED PURSUANT TO RULE
13d-2(a)
 
Corgenix Medical Corporation
(Name of Issuer)
 
Common Stock, $0.001 par value per share
(Title of Class of Securities)
 
218724201
(CUSIP Number)
 
Janice Wallentine
Wescor, Inc.
370 West 1700 South
Logan, Utah  84321
(435) 752-4127
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
 
Copy to:
L. Scott Brown
Jackson Walker L.L.P.
901 Main Street, Suite 6000
Dallas, Texas  75202
(214) 953-5954

July 16, 2010
(Date of Event which Requires Filing of this Statement)
 
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ¨.


The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (the “Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 
Page 1 of 4

 
CUSIP: 218724201  
13D
 
 
Page 2 of 4
 
 
 
1
names of reporting persons
 Wescor, Inc.
2
check the appropriate box if a member of a group
(A) o    
(B) o    
3
sec use only
 
4
source of funds
WC
5
check if disclosure of legal proceedings is required pursuant to items 2(d) or 2(e)                o
 
6
citizenship or place of organization
State of Utah
number of
shares
beneficially
owned by
each
reporting
person
with
7
sole voting power
12,500,001
8
shared voting power
 
9
sole dispositive power
12,500,001
10
shared dispositive power
 
11
aggregate amount beneficially owned by each reporting person
12,500,001
12
check box if the aggregate amount in row (11) excludes certain shares                o
 
13
percent of class represented by amount in row (11)
28.8%
14
type of reporting person
CO
 

 
CUSIP: 218724201  
13D
 
 
Page 3 of 4
 
 

 
ITEM 1.
SECURITY AND ISSUER.
 
The class of equity securities to which this statement on Schedule 13D relates is the common stock, par value $0.001 per share (the “Common Stock”), of Corgenix Medical Corporation (the “Issuer” or “Company”). The address of the Company’s principal executive offices is 11575 Main Street, Suite 400, Broomfield, CO  80020.
 
ITEM 2.
IDENTITY AND BACKGROUND.
 
(a) through (e)

This Schedule 13D is being filed by Wescor, Inc. (the “Reporting Person”), a Utah corporation and subsidiary of Financière Elitech SAS (“Elitech”), a société par actions simplifiée organized under the laws of France. The principal business of the Reporting Person is developing, manufacturing and distributing instrumentation, specialized laboratory equipment, and other products for medicine and science. The principal address for the Reporting Person is 370 West 1700 South, Logan, Utah 84321.

During the last five years, the Reporting Person (i) has not been convicted in a criminal proceeding, and (ii) has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and is not subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

ITEM 3.
SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
 
Pursuant to the terms of a common stock purchase agreement (the “Stock Purchase Agreement”) entered into effective as of July 12, 2010, by and among the Company, Elitech and the Reporting Person, on July 16, 2010 (the “First Closing Date”), the Reporting Person utilized $1,250,000.00 of its working capital to purchase 8,333,334 shares of Common Stock of the Company at a purchase price of $.15 per share (the “Share Purchase Price”). On the First Closing Date, the Company also issued a warrant to Reporting Person to purchase an additional 4,166,667 shares of Common Stock at a per share price equal to the Share Purchase Price.

ITEM 4.
PURPOSE OF TRANSACTION.
 
The Reporting Person has acquired the securities described above for investment purposes.
 
(a)           Pursuant to the terms of the Stock Purchase Agreement, the Reporting Person has the right to purchase additional shares of Common Stock directly and through warrants issued by the Company.
 
(b), (c), (e), (f), (h), (i) and (j) Except as set forth herein, the Reporting Person has no present plans or proposals that relate to or that would result in any of the following actions: (i) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries; (ii) a sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; (iii) any material change in the present capitalization or dividend policy of the Issuer; (iv) any other material change in the Issuer’s business or corporate structure; (v) causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (vi) a class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or (vii) any action similar to any of those enumerated above.

(d)           Pursuant to the Stock Purchase Agreement, and effective as of July 16, 2010, David Ludvigson was appointed to the Company’s Board of Directors, and the Reporting Person has a right to designate one (1) individual for election or appointment to the Board of Directors so long as the Reporting Person owns at least five percent (5%) of the outstanding Common Stock of the Company.
 

 
CUSIP: 218724201  
13D
 
 
Page 4 of 4
 
 
(g)           Pursuant to the Stock Purchase Agreement, the board of directors amended the Company’s bylaws to permit the Company to opt out of any requirements under the Nevada Revised Statutes relating to required approval of acquisition of a controlling interest.
 
ITEM 5.
INTEREST IN SECURITIES OF THE ISSUER.
 
(a)           The Reporting Person is the beneficial owner of 8,333,334 shares, or approximately 21.2%, of the issued and outstanding shares of Common Stock.  In addition, the Issuer has issued a warrant granting the Reporting Person the right to purchase up to 4,166,667 additional shares of Common Stock, representing an additional approximately 7.6% of the issued and outstanding shares of Common Stock.  The Reporting Person has the sole power to vote, or direct the vote of, and to dispose, or direct the disposition of, such shares.  The aggregate percentage of shares of Common Stock reported beneficially owned by the Reporting Person as of the date of filing of this Schedule 13D is based upon 30,982,803 issued and outstanding shares of Common Stock as of the fiscal quarter ending on June 30, 2010, as reported to the Reporting Person by Company management on July 16, 2010.
 
(b)           The Reporting Person has sole voting and dispositive power over the shares described in (a) above.
 
(c)           Not applicable.
 
(d)           Not applicable.
 
(e)           Not applicable.
 
ITEM 6.
CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER.
 
Other than as described herein, there are no contracts, arrangements, understandings, or relationships between the Reporting Persons and any other Person with respect to securities of the Issuer.
 
ITEM 7.
MATERIAL TO BE FILED AS EXHIBITS.
 
The following exhibits have been filed with this Amendment:

None.
 

 
SIGNATURES

After reasonable inquiry and to the best of the knowledge and belief of the undersigned, the undersigned certifies that the information set forth in this statement is true, complete and correct.

Date:   July 19, 2010    
WESCOR, INC,
a Utah corporation
 
       
       
 
/s/ Janice Wallentine  
  Janice Wallentine, Chief Financial Officer  
                                                

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