-----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, BbqC/vTzNjlbGewVXN70eNBa+iOvxvtPIE+AVgSwhfhYAmvzhU5BFKzRsO9VrCED 1xkg1V/eTwPhfEreHWW41w== 0000905718-96-000295.txt : 19961121 0000905718-96-000295.hdr.sgml : 19961121 ACCESSION NUMBER: 0000905718-96-000295 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961112 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19961119 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: BARRINGER TECHNOLOGIES INC CENTRAL INDEX KEY: 0000010119 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-TESTING LABORATORIES [8734] IRS NUMBER: 840720473 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-03207 FILM NUMBER: 96669042 BUSINESS ADDRESS: STREET 1: 219 SOUTH STREET CITY: NEW PROVIDENCE STATE: NJ ZIP: 07974 BUSINESS PHONE: 9086658200 MAIL ADDRESS: STREET 1: 219 SOUTH STREET CITY: NEW PROVIDENCE STATE: NJ ZIP: 07974 FORMER COMPANY: FORMER CONFORMED NAME: BARRINGER RESOURCES INC DATE OF NAME CHANGE: 19910331 FORMER COMPANY: FORMER CONFORMED NAME: BARRINGER RESEARCH INC DATE OF NAME CHANGE: 19800821 8-K 1 CURRENT REPORT REGARDING PRESS RELEASE SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 12, 1996 BARRINGER TECHNOLOGIES INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 0-3207 84-0720473 - -------------------------------------------------------------------------------- (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File Number) Identification No.) 219 South Street, New Providence, New Jersey 07974 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (908) 665-8200 Item 5. Other Events. On November 12, 1996, Barringer Technologies Inc. (the "Company") announced that it had agreed to sell, through an underwriting syndicate led by Janney Montgomery Scott Inc., 1,250,000 shares of its common stock and 1,250,000 common stock purchase warrants. A copy of the Company's press release has been filed as an Exhibit to this Form 8-K. Item 7. Financial Statements and Exhibits. (c) Exhibits. Exhibit 28.1 Press Release, dated November 12, 1996. 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. BARRINGER TECHNOLOGIES INC. By:/s/ Richard S. Rosenfeld _________________________ Richard S. Rosenfeld, Chief Financial Officer Dated: November 19, 1996 EXHIBIT INDEX Exhibit 28.1 Press Release, dated November 12, 1996. EX-28 2 PRESS RELEASE [BARRINGER LETTERHEAD] For Release: Immediately Contact: Stanley Binder, CEO (908) 665-8200 Richard S. Rosenfeld, CFO BARRINGER ANNOUNCES PUBLIC SALE OF SHARES AND WARRANTS AND INCLUSION IN NASDAQ NATIONAL MARKET SYSTEM New Providence, New Jersey, November 12, 1996....Barringer Technologies Inc. (NASDAQ: BARR, BARRW) announced today that it had sold, through an underwriting syndicate led by Janney Montgomery Scott Inc., 1,250,000 shares of its common stock at an initial public offering price of $8.563 and 1,250,000 warrants at an initial public offering price of $.05 per warrant. Each warrant is exercisable for one-quarter of a share of common stock at an exercise price of $9.847 per share (subject to adjustment in certain circumstances) for three years (subject to earlier redemption in certain circumstances). The net proceeds of the offering are expected to be approximately $9.2 million ($10.7 million if the underwriters' over-allotment option is fully exercised) and will be used to fund product development, to repay certain indebtedness, to expand the Company's manufacturing and assembling capabilities and for working capital and general corporate purposes. In connection with the offering, the Company announced that its common stock and the warrants have been approved for inclusion in the NASDAQ National Market System upon official notice of issuance. The offering is expected to close on November 15, 1996. A copy of the prospectus relating to the offering may be obtained from Janney Montgomery Scott Inc. This release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the common stock or the warrants in any State in which such offer, solicitation or sale would be unlawful. Headquartered in New Providence, New Jersey, Barringer Technologies Inc. is a holding company that, through its subsidiaries, is principally engaged in the development, manufacture and marketing of specialty analytical instruments for drugs and explosives detection applications. XXXXXXXXXX -----END PRIVACY-ENHANCED MESSAGE-----