-----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, GjZyIBsGSrIrJNjGh/hLaBO+i3lx7l7b3fXHGB75vjne+Eqjt7Q/hH9jfHvdcIGQ OG0+ll7u5WG++PSWp3qcCw== /in/edgar/work/0000950120-00-000263/0000950120-00-000263.txt : 20001011 0000950120-00-000263.hdr.sgml : 20001011 ACCESSION NUMBER: 0000950120-00-000263 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001004 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20001010 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EQUIDYNE CORP CENTRAL INDEX KEY: 0000352281 STANDARD INDUSTRIAL CLASSIFICATION: [3845 ] IRS NUMBER: 042608713 STATE OF INCORPORATION: DE FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-09922 FILM NUMBER: 737544 BUSINESS ADDRESS: STREET 1: 13 COLUMBIA DR STE 5 CITY: AMHERST STATE: NH ZIP: 03031 BUSINESS PHONE: 6038806300 MAIL ADDRESS: STREET 1: 13 COLUMBIA DR STREET 2: STE 18 CITY: AMHERST STATE: NH ZIP: 03031 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN ELECTROMEDICS CORP DATE OF NAME CHANGE: 19920703 8-K 1 0001.txt FORM 8-K FOR EQUIDYNE CORPORATION 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) - October 4, 2000 --------------- EQUIDYNE CORPORATION -------------------- (Exact name of registrant as specified in its charter) Delaware 0-9922 04-2608713 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 238 Littleton Road, Westford, Massachusetts 01886 ------------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code: (978) 692-6680 -------------- (Former Name or Former Address, if changed since last report) ITEM 5. OTHER EVENTS. - -------------------- On October 4, 2000, Equidyne Corporation (the "Company") sold its 19.52% holding in Rosch AG Medizintechnik ("Rosch AG") through a placement to a number of major European institutional investors. The Company has received proceeds of approximately U.S. $40 million in return for this sale. The placement, which was sole lead managed by Schroder Salomon Smith Barney, amounted to a total of 936,750 shares of Rosch AG. This sale was the latest and final transaction in a series of transactions since July 1999 in which the Company has disposed all of its equity ownership of Rosch AG, its former wholly-owned subsidiary. The Company presently owns no further equity interest in Rosch AG; however, Rosch AG holds the exclusive rights to manufacture and sell the INJEX(TM) System in Europe. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS - ------------------------------------------ (c) Exhibits. 99.1 Press Release, dated October 5, 2000. 2 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. Equidyne Corporation -------------------- (Registrant) By: /s/ Michael T. Pieniazek ------------------------------------- Michael T. Pieniazek, Executive Vice President Dated: October 10, 2000 3 EXHIBIT INDEX ------------- EXHIBITS - -------- 99.1 Press Release, dated October 5, 2000. 4 EX-99 2 0002.txt EXHIBIT 99.1 EXHIBIT 99.1 FOR IMMEDIATE RELEASE - ---------------------
CONTACT: Michael T. Pieniazek, Executive VP Jeffery Lamberson or Richard Carpenter Equidyne Corporation American Financial Communications (978) 692-6680 (415) 380-3880
EQUIDYNE CORPORATION RECEIVES $40 MILLION FROM SALE OF ROSCH AG MEDIZINTECHNIK STOCK -SCHRODER SALOMON SMITH BARNEY ACTED AS SOLE LEAD MANAGER IN PLACEMENT TO MAJOR EUROPEAN INSTITUTIONAL INVESTORS- WESTFORD, Massachusetts, October 5, 2000...EQUIDYNE CORPORATION (OTCBB:INJX) announced today that it has sold its 19.52% (percent) holding in Rosch AG Medizintechnik ("Rosch AG") through a placement to a number of major European institutional investors. The placement, which was sole lead managed by Schroder Salomon Smith Barney, amounted to a total of 936,750 shares. Equidyne Corporation will receive approximately $40 million in proceeds from the sale. These proceeds are in addition to the $10 million the company received from an earlier sale of Rosch AG stock in August 2000. J. Randall Nelson, President and Chief Executive Officer, stated, "This most recent sale of Rosch AG shares, following strong demand from European investors, will add to our strong cash position. Having recently completed a combined cash infusion of approximately $50 million, the Company is now financially very strong and will be accelerating the expansion of our national and international production, distribution, and marketing and sales capabilities. Equidyne Corporation remains committed to working with Rosch AG to make INJEX(TM) the worldwide choice of needle-free drug delivery systems, and this latest infusion of capital will accelerate our journey to that end. We are very pleased to have Salomon Smith Barney working with us and appreciate their fine efforts in assisting us in this placement." Equidyne Corporation (www.equidyne.com) through Equidyne Systems, Inc., a ---------------- wholly-owned subsidiary based in San Diego, California, and Rosch AG Medizintechnik, based in Berlin, Germany are focused on making the INJEX(TM) System the worldwide leader in needle-free drug delivery for subcutaneous and intramuscular injections. Equidyne is responsible for the U.S., Canada, South America and the Asian markets while Rosch AG is responsible for the European market. The INJEX(TM) needle-free injector is a compact, uncomplicated device that delivers a virtually painless injection through the skin in a fraction of a second, and eliminates needle stick and disposal problems. For medications requiring injection, we believe the INJEX(TM) System is by far the most comfortable and economical product on the market. THE STATEMENTS CONTAINED IN THIS NEWS RELEASE THAT ARE NOT PURELY HISTORICAL ARE FORWARD-LOOKING STATEMENTS THAT MAY INVOLVE RISKS AND UNCERTAINTIES. THE COMPANY'S ACTUAL RESULTS MAY DIFFER SIGNIFICANTLY FROM THE RESULTS CONTAINED IN THE FORWARD-LOOKING STATEMENTS. FACTORS THAT MIGHT CAUSE SUCH DIFFERENCES INCLUDE, BUT ARE NOT LIMITED TO, THE EFFECT OF LOSSES AND OTHER FACTORS ON THE COMPANY'S CREDIT FACILITIES, BUSINESS AND RESULTS OF OPERATIONS; THE COMPANY'S LIMITED CAPITAL RESOURCES AND ITS ABILITY TO FULFILL ITS EXISTING OBLIGATIONS AND ONGOING CAPITAL NEEDS; RISKS ASSOCIATED WITH EXCESS OR OBSOLETE INVENTORY; THE POTENTIAL IMPAIRMENT OF ASSETS; THE COMPANY'S DEPENDENCE ON KEY CUSTOMERS AND THEIR FINANCIAL VIABILITY; THE IMPACT OF COMPETITION; AND THE COMPANY'S ABILITIES TO EFFECTIVELY MANAGE GROWTH. THESE AND OTHER RISK FACTORS ARE DISCUSSED IN THE COMPANY'S FILINGS ON FORMS 8-K, 10-QSB AND 10-KSB. # # #
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