0001144204-11-049273.txt : 20110823 0001144204-11-049273.hdr.sgml : 20110823 20110823093028 ACCESSION NUMBER: 0001144204-11-049273 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110823 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110823 DATE AS OF CHANGE: 20110823 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WaferGen Bio-systems, Inc. CENTRAL INDEX KEY: 0001368993 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] IRS NUMBER: 900416683 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-53252 FILM NUMBER: 111051191 BUSINESS ADDRESS: STREET 1: 7400 PASEO PADRE PARKWAY CITY: FREMONT STATE: CA ZIP: 94555 BUSINESS PHONE: (510) 651-4450 MAIL ADDRESS: STREET 1: 7400 PASEO PADRE PARKWAY CITY: FREMONT STATE: CA ZIP: 94555 FORMER COMPANY: FORMER CONFORMED NAME: La Burbuja Cafe, Inc. DATE OF NAME CHANGE: 20060714 8-K 1 v233033_8k.htm FORM 8-K Unassociated Document
 


 
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 23, 2011
 
WaferGen Bio-systems, Inc.
(Exact name of registrant as specified in its charter)
 
Nevada
 
000-53252
 
90-0416683
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
7400 Paseo Padre Parkway
Fremont, CA  94555
 
94555
(Address of principal executive offices)
 
(Zip Code)
 
Registrant’s telephone number, including area code: (510) 651-4450
 
Not Applicable
(Former name or former address, if changed since last report.)
 
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):
 
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 8.01. Other Events.
 
        On August 23, 2011, WaferGen Bio-systems, Inc. (the "Company") issued a press release indicating that it has delayed filing its Quarterly Report on Form 10-Q for the period ended June 30, 2011 beyond the five-day extension period provided by Rule 12b-25.  The Company intends to file the Form 10-Q within the next two weeks.  In order to complete its financial statements and other information contained in the Quarterly Report on Form 10-Q, the Company needs additional time to finalize valuation amounts and related accounting treatment of convertible preferred stock, convertible notes and warrants issued in May 2011 in the Company’s $30.6 million private placement financing.  A copy of the press release issued by the Company is attached hereto as Exhibit 99.1.
 

Item 9.01. Financial Statements and Exhibits.
 
(d)        Exhibits.
 
Exhibit No.
 
Description
99.1
 
Press release issued on August 23, 2011.

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.
 

 
WaferGen Bio-systems, Inc.
 
 
Date: August 23, 2011
By:
/s/ Don Huffman
   
Don Huffman
   
Chief Financial Officer

 
 

 
EX-99.1 2 v233033_ex99-1.htm EXHIBIT 99.1 Unassociated Document

WaferGen Announces Delay in Reporting
of Second Quarter 2011 Results

FREMONT, Calif., August 23, 2011-- WaferGen Biosystems, Inc. (OTCBB:WGBS), a leading developer of state-of-the-art genomic analysis systems, announced today that it intends to file its Quarterly Report on Form 10-Q for the period ended June 30, 2011 within two weeks.   The Company had previously filed a Form 12b-25 with the Securities and Exchange Commission relating to its Form 10-Q filing.

In order to complete its financial statements and other information contained in the Quarterly Report on Form 10-Q, the Company needs additional time to finalize the valuation amounts and related accounting treatment of convertible preferred stock, convertible notes and warrants issued on May 27, 2011 in the Company’s $30.6 million private placement financing.

About WaferGen Biosystems, Inc.
 
WaferGen Biosystems, Inc. develops, manufactures and sells state-of-the-art systems for genomic analysis for the life science and pharmaceutical industries to advance next generation sequencing and ultimately personalized medicine.  WaferGen offers the breakthrough SmartChip Real-Time PCR System, a next-generation Real-Time PCR system for discovery and validation of gene expression patterns (biomarkers) on a single platform. For additional information, please see http://www.wafergen.com.
 
Forward Looking Statements
 
This press release contains certain "forward-looking statements" relating to the expected filing date of the Company’s Form 10-Q for the second quarter of 2011.  Forward-looking statements are not guarantees of future performance, are based on certain assumptions and are subject to various known and unknown risks and uncertainties, many of which are beyond the control of the company.  Actual results may differ materially from the expectations contained in the forward-looking statements.   More detailed information about the company and the risk factors that may affect the realization of forward-looking statements is set forth in the company's filings with the Securities and Exchange Commission, including the company's Annual Report on Form 10-K for the year ended December 31, 2010 and the company's most recent Quarterly Report on Form 10-Q for the period ended March 31, 2011.  Security holders are urged to read these documents free of charge on the SEC's web site at www.sec.gov.  The company does not undertake to publicly update or revise its forward-looking statements as a result of new information, future events or otherwise.
 
WaferGen Contacts
510-651-4450
 
Don Huffman, CFO
don.huffman@wafergen.com
 
 
Media:  Joyce Strand
joyce.strand@wafergen.com