-----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, E9bbbOrcugUi+cBuSojEtIdIBv2obPI2hHb9llFyVoCvlGbo6zPOYsyHoFAoD6Aj jfdqiHcZgAOhuxS/dilVkQ== 0000950133-07-004303.txt : 20071030 0000950133-07-004303.hdr.sgml : 20071030 20071030171912 ACCESSION NUMBER: 0000950133-07-004303 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071030 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071030 DATE AS OF CHANGE: 20071030 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNIVERSAL BIOSENSORS INC CENTRAL INDEX KEY: 0001279695 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 980424072 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-52607 FILM NUMBER: 071200435 BUSINESS ADDRESS: STREET 1: 103 RICKETTS ROAD STREET 2: MT. WAVERLEY CITY: VICTORIA STATE: C3 ZIP: 3149 BUSINESS PHONE: 613-8542-9000 MAIL ADDRESS: STREET 1: 103 RICKETTS ROAD STREET 2: MT. WAVERLEY CITY: VICTORIA STATE: C3 ZIP: 3149 8-K 1 w41584e8vk.htm FORM 8-K e8vk
 

 
 
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): October 30, 2007
Universal Biosensors, Inc.
(Exact Name of Issuer as Specified in Charter)
         
DELAWARE
(State or Other Jurisdiction of
Incorporation or Organization)
  000-52607
(Commission File Number)
  98-0424072
(I.R.S. Employer Identification
Number)
     
1 Corporate Avenue, Rowville, 3178, Victoria
Australia

(Address of Principal Executive Offices)
  Not Applicable
(Zip Code)
+61 3 9213 9000
(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 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
     
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act
     
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
     
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
 
 

 


 

Item 8.01    Other Events
On October 30, 2007, Universal Biosensors, Inc. issued a press release announcing plans to undertake a renounceable rights issue, a portion of which will be offered in the United States in a private placement that will be exempt from the registration requirements of the Securities Act (the “Announcement”). A copy of the Announcement is attached to this report on Form 8-K as Exhibit 99.1, is incorporated herein by reference and is being filed pursuant to Rule 135c under the Securities Act.
The Announcement does not constitute an offer to sell or the solicitation of an offer to buy any securities.
Item 9.01.    Financial Statements and Exhibits.
(d) The following exhibits are filed with this Form 8-K:
     
Exhibit No.
  Description
 
   
99.1
  Press Release dated October 30, 2007

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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.
         
  UNIVERSAL BIOSENSORS, INC.
 
 
Date:  October 30, 2007  By:   /s/ Salesh Balak    
    Name:   Salesh Balak   
    Title:   Chief Financial Officer   
 

3


 

EXHIBIT INDEX
     
Exhibit No.
  Description
 
   
99.1
  Press Release dated October 30, 2007

4

EX-99.1 2 w41584exv99w1.htm EXHIBIT 99.1 exv99w1
 

Exhibit 99.1
Universal Biosensors, Inc.
ABN 51 121 559 993
1 Corporate Avenue
Rowville Victoria 3149
Australia
Telephone: +61 3 9213 9000
Facsimile: +61 3 9213 6490
Email: info@universalbiosensors.com
www.universalbiosensors.com
30 October 2007
Proposed Rights Issue
Universal Biosensors, Inc. (UBI) advises that it intends to undertake a $30-35 million renounceable rights issue, at an issue price anticipated to be at, or at a discount to, the volume weighted average price of UBI’s shares over the last five trading days.
The funds raised under the proposed rights issue will be used to allow the Universal Biosensors group to deliver under the Master Services and Supply Agreement recently entered into with LifeScan, Inc. and to progress the Universal Biosensors group’s other development programs. The rights issue is subject to appropriate market conditions and is expected to be completed by early 2008.
Ends
Further information contact:
Mark Morrisson — CEO
Phone: +61 3 9213 9000
About Universal Biosensors
Universal Biosensors is a specialist medical diagnostics company focused on the development, manufacture and commercialisation of a range of in vitro diagnostic tests for point-of-care use.
Securities of companies incorporated outside of Australia, such as Universal Biosensors, are traded on the Australian Securities Exchange as CHESS Depositary Interests or “CDIs”, which represent beneficial interests in the underlying shares. Under applicable United States securities laws all of the shares of our common stock are “restricted securities” as that term is defined in Rule 144 under the Securities Act of 1933, as amended (Securities Act). Restricted securities may be resold in the public market to United States persons as defined in Regulation S only if registered for resale or if they qualify for an exemption from registration under the Securities Act. We have not agreed to register any of our common stock for resale by security holders.
Details of UBI’s proposed rights issue will be provided in due course. Investors wishing to participate in any such rights issue will only be able to subscribe for shares on an application form accompanying a Prospectus or other relevant offer document. The securities offered in the rights issue will not be and have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration.

 

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