-----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, N+P4P8n5uCJrawToW12Ncd3Ofn3yMnmTU3Nf1xRxQMqZHqIdToPevUFi6DFjcSbQ 2hN7pdF0+ki+hJaWmFxpAg== 0001168220-09-000035.txt : 20090624 0001168220-09-000035.hdr.sgml : 20090624 20090624171615 ACCESSION NUMBER: 0001168220-09-000035 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090624 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090624 DATE AS OF CHANGE: 20090624 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ULURU INC. CENTRAL INDEX KEY: 0001168220 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 412118656 STATE OF INCORPORATION: NV FISCAL YEAR END: 1205 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33618 FILM NUMBER: 09907996 BUSINESS ADDRESS: STREET 1: 4452 BELTWAY DRIVE CITY: ADDISON STATE: TX ZIP: 75001 BUSINESS PHONE: 214-905-5145 MAIL ADDRESS: STREET 1: 4452 BELTWAY DRIVE CITY: ADDISON STATE: TX ZIP: 75001 FORMER COMPANY: FORMER CONFORMED NAME: OXFORD VENTURES INC DATE OF NAME CHANGE: 20020225 8-K 1 form8k_062409.htm FORM 8-K 06/24/2009 form8k_062409.htm
 


 

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): June 24, 2009

 
ULURU Inc.
(Exact Name of Registrant as Specified in its Charter)


         
Nevada
 
000-49670
 
41-2118656
(State or Other Jurisdiction of
Incorporation)
 
(Commission File Number)
 
(I.R.S. Employer
Identification No.)
         


 
4452 Beltway Drive
Addison, Texas 75001
(Address of principal executive offices) (Zip Code)
 
Registrant’s telephone number, including area code: (214) 905-5145
 
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:
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


 
 

 



Item 7.01
Regulation FD Disclosure.
   

On June 24, 2009, ULURU Inc., a Nevada corporation (the “Company”), announced that at this time discussions to acquire York Pharma, plc, a public limited company incorporated under the laws of England and Wales (“York”), have been terminated.  The Company had previously announced that it intended to proceed with an offer to acquire all of the issued share capital of York, as described in that certain non-binding offer letter dated April 6, 2009 by and between the Company and York.  The Company delivered written notice of the termination of such discussions to York on June 19, 2009 (the “Notice”).  Also included in the Notice was notification to York that all amounts owing to the Company under that certain secured revolving credit facility established pursuant to that certain Note Purchase Agreement dated March 31, 2009 by and between the Company and York (the “Facility”), which amounts total US$1,000,000, plus all accrued but unpaid interest, are due and payable in accordance with the terms of the Facility.  This Facility is secured by substantially all of the assets of York and its subsidiaries.

A copy of a press release issued by the Company regarding the items described above is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.



Item 9.01
Financial Statements and Exhibits
   
(d)
Exhibits
   
Exhibit No.
Description
99.1




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.

 
ULURU Inc.
   
Date: June 24, 2009
 
By:
/s/ Terrance K. Wallberg
 
   
Terrance K. Wallberg
   
Vice President and Chief Financial Officer


 
 

 






   
Exhibit No.
Description
99.1
Press Release dated June 24, 2009


 
 

 

EX-99.1 2 ex_99-1.htm PRESS RELEASE DATED JUNE 24, 2009 ex_99-1.htm
 



 

ULURU NEWS

Contact: Company
Renaat E. Van den Hooff
President & CEO
Terry K. Wallberg
Vice President & CFO
(214) 905-5145


 ULURU DISCUSSIONS

TO ACQUIRE YORK PHARMA, PLC ARE CURRENTLY TERMINATED
 

Addison, Texas, June 24, 2009; ULURU Inc. (NYSE AMEX: ULU) today announced that at this time discussions to acquire York Pharma, plc, a public limited company incorporated under the laws of England and Wales (“York”) have been terminated. Previously it had been announced that ULURU  intended to proceed with an offer to acquire all of the issued share capital of York, as described in the non-binding offer letter that ULURU and York signed on April 6, 2009.  ULURU has notified York that all amounts owing to ULURU under the secured revolving credit facility established pursuant to that certain Note Purchase Agreement dated March 31, 2009 by and between ULURU and York, which amounts total US$1,000,000, plus all accrued but unpaid interest, are due and payable in accordance with the terms of such facility. This revolving credit facility is secured by substantially all of the assets of York and its subsidiaries.

Despite this termination of discussions with York, ULURU remains committed to pursuing strategic opportunities and partnerships in the near future.


About ULURU Inc.:
ULURU Inc. is a specialty pharmaceutical company focused on the development of a portfolio of wound management and oral care products to provide patients and consumers with improved clinical outcomes through controlled delivery utilizing its innovative Nanoflex™ Aggregate technology and transmucosal delivery system. For more information about Altrazeal™, please visit www.Altrazeal™.com. For more information about ULURU Inc., please visit www.uluruinc.com.

This press release contains certain statements that are forward-looking within the meaning of Section 27a of the Securities Act of 1933, as amended, including statements relating to the possible acquisition of York by the Company and statements relating to potential strategic benefits of any such acquisition. These statements are subject to numerous risks and uncertainties, including but not limited to the risk factors detailed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2008 and other reports filed by us with the Securities and Exchange Commission.

 
 
 

 

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