-----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, FduAvhKuwFgzZ0zn8Ib6aCaA2sWFpwnMO/tofEQS9s//ioiQgT7336JR0YPe7LE8 pmw9DE9/OMwDIvqQt+cTCg== 0001275287-06-003880.txt : 20060727 0001275287-06-003880.hdr.sgml : 20060727 20060727085032 ACCESSION NUMBER: 0001275287-06-003880 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060727 FILED AS OF DATE: 20060727 DATE AS OF CHANGE: 20060727 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EDAP TMS SA CENTRAL INDEX KEY: 0001041934 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-29374 FILM NUMBER: 06983029 BUSINESS ADDRESS: STREET 1: PARC D'ACTIVITES LA POUDRETTE LAMARTINE STREET 2: 4 RUE DU DAUPHINE CITY: 69120 VAULX EN VELIN STATE: I0 MAIL ADDRESS: STREET 1: PARC D'ACTIVITES LA POUDRETTE LAMARTINE STREET 2: 4 RUE DU DAUPHINE CITY: 69120 VAULX EN VELIN STATE: I0 ZIP: 69120 6-K 1 et6555.txt FORM 6-K ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6 K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 EDAP TMS S.A. Files EDAP TMS S.A. Announces $7.5 Million Placement July 27, 2006 EDAP TMS S.A. Parc Activite La Poudrette Lamartine 4/6 Rue du Dauphine 69120 Vaulx-en-Velin - France Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. Form 20-F [X] Form 40-F [ ] Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes [ ] No [X] ================================================================================ EDAP TMS S.A. ANNOUNCES $7.5 MILLION PLACEMENT LYON, France, July 27 /PRNewswire-FirstCall/ -- EDAP TMS S.A. (Nasdaq: EDAP) announced that it has entered into a securities purchase agreement with selected accredited investors pursuant to which an aggregate of 961,676 of the company's ordinary shares in the form of American Depositary Shares are expected to be issued at a per ADS price of $7.75. The closing of the financing is expected to occur on or about August 3, 2006, subject to certain customary closing conditions contained in the definitive transaction agreements. Net proceeds from the financing will total approximately $6.5 million after offering expenses. Proceeds are expected to be used primarily to fund marketing efforts to promote the use of EDAP's High Intensity Focused Ultrasound treatment for prostate cancer, Ablatherm, among physicians and patients located in key countries in Europe. The securities offered herein have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. As part of the transaction, the company has agreed to file a resale registration statement on Form F-3 with the Securities and Exchange Commission within 30 days following the closing for the purpose of registering for resale the American Depositary Shares evidencing the ordinary shares sold in the offering. This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be, absent any exemption therefrom, any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. This press release contains, in addition to historical information, forward-looking statements that involve risks and uncertainties. These include statements regarding the Company's growth and expansion plans. Such statements are based on management's current expectations and are subject to a number of uncertainties and risks that could cause actual results to differ materially from those described in the forward-looking statements. Factors that may cause such a difference include, but are not limited to, those described in the Company's filings with the Securities and Exchange Commission. Ablatherm-HIFU treatment is in clinical trials but not yet FDA approved or marketed in the United States. CONTACT: EDAP TMS S.A. Hugues de Bantel - Philippe Chauveau Blandine Confort +33 4 78 26 40 46 Halliburton Investor Relations Matt Kreps - Geralyn DeBusk 972 458 8000 SOURCE EDAP TMS SA -0- 07/27/2006 /CONTACT: Hugues de Bantel, Blandine Confort, or Philippe Chauveau all of EDAP TMS S.A., +33-4-78-26-40-46; or Matt Kreps, or Geralyn DeBusk, both of Halliburton Investor Relations, +1-972-458-8000, for EDAP TMS SA/ /Web site: http://www.edap-tms.com / (EDAP) 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, thereunto duly authorized. Date : July 27, 2006 EDAP TMS S.A. /S/ HUGUES DE BANTEL - ----------------------- HUGUES DE BANTEL CHIEF EXECUTIVE OFFICER -----END PRIVACY-ENHANCED MESSAGE-----