-----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, QxmQsJQDVQxQ7GbnQ3yu+lBTW4Y6JOQt1F2RWTuGXl2z9HTOkiulDoQEn0nRpVQ1 daVdvRSOEpD/z9f6/Gp0Kg== 0000930413-07-006768.txt : 20070816 0000930413-07-006768.hdr.sgml : 20070816 20070816161106 ACCESSION NUMBER: 0000930413-07-006768 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070815 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070816 DATE AS OF CHANGE: 20070816 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VITAL SIGNS INC CENTRAL INDEX KEY: 0000865846 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 112279807 STATE OF INCORPORATION: NJ FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18793 FILM NUMBER: 071062670 BUSINESS ADDRESS: STREET 1: 20 CAMPUS RD CITY: TOTOWA STATE: NJ ZIP: 07512 BUSINESS PHONE: 2017901330 MAIL ADDRESS: STREET 1: 20 CAMPUS RD CITY: TOTOWA STATE: NJ ZIP: 07512 8-K 1 c49911_8k.htm c49911_8k.htm -- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing

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 15, 2007

VITAL SIGNS, INC.

(Exact Name of Registrant as Specified in its Charter)

New Jersey   0-18793   11-2279807
(State or Other Jurisdiction   (Commission File Number)   (IRS Employer
of Incorporation)       Identification No.)

20 Campus Road, Totowa, New Jersey   07512
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code (973) 790-1330

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)

[   ] 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 August 15, 2007, the Registrant issued a press release. A copy of the press release is attached to this Report.

Item 9.01      Financial Statements and Exhibits.

(d)   Exhibits
     
    99.1 Press release, dated August 15, 2007
     

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SIGNATURE

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.

 
    VITAL SIGNS, INC.
 
       
 
       
 
       
 
  By: /s/ Jay Sturm
 
    Name: Jay Sturm
 
    Title: Vice President / General Counsel
 

Dated: August 16, 2007

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EXHIBIT INDEX

Exhibit 99.1   Press release, dated August 15, 2007

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EX-99.1 2 c49911_ex99-1.htm c49911_8k.htm -- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing

NEWS RELEASE
FOR IMMEDIATE RELEASE

VITAL SIGNS, INC. ACQUIRES FLUID WARMING TECHNOLOGY.

TOTOWA, N.J., August 15, 2007 -- VITAL SIGNS, INC. (NASDAQ: VITL) today announced the acquisition of Enginivity LLC and its enFlow® IV fluid and blood warmer patented technology. The enFlow® device is a high performance fluid warming system that can be used to deliver flows from KVO to 200 ml/min, using advanced dry heat technology. The enFlow system brings the warming element closer to the patient which reduces heat loss. Maintaining normal body temperature during surgery is an important factor in reducing post-operative infections.

Terry Wall, President and CEO of Vital Signs commented, “The enFlow warmer is an excellent strategic fit for us as it allows us to leverage our sales force’s strength in anesthesia single-use product sales. The addition of the warmer and associated single-patient use cartridges allows us to expand our patient temperature management line and gain access to a $40-45 million domestic market. We plan to introduce enFlow in November.”

Enginivity LLC was purchased for $5.9 Million. Enginivity has introduced its products in several hospitals and has had some sales to the U.S. government. However it had no material revenue in 2006. The Enginivity products have received FDA marketing clearance and CE approval for European markets.

Vital Signs, Inc. and its subsidiaries design, manufacture and market primarily single-use medical products for the anesthesia, respiratory/critical care, interventional cardiology/radiology and sleep/ventilation markets, achieving the number one market share position in five of its major product categories. Vital Signs is ISO 9001 certified and has CE Mark approval for its products. In 2006 Forbes Magazine named Vital Signs, Inc. as “one of the 200 Best Small Companies in America” based on financial criteria.

All statements in this press release (including statements regarding future success in the introduction of a new product line and market receptivity to the product) other than historical statements constitute Forward-Looking Statements under the Private Securities Litigation Reform Act of 1995. Actual results could differ materially from such statements as a result of a variety of factors, , the ability to integrate new subsidiaries, the reaction of competitors and the risk factors referred to by Vital Signs in its Annual Report on Form 10-K for the year ended September 30th, 2006.


VITL-G    
FOR FURTHER INFORMATION, CONTACT:   Terry D. Wall, President or
    William Craig, Chief Financial Officer
    (973) 790-1330
    http://www.vital-signs.com


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