0001096906-14-001444.txt : 20141024 0001096906-14-001444.hdr.sgml : 20141024 20141024112237 ACCESSION NUMBER: 0001096906-14-001444 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20141023 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20141024 DATE AS OF CHANGE: 20141024 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UTAH MEDICAL PRODUCTS INC CENTRAL INDEX KEY: 0000706698 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 870342734 STATE OF INCORPORATION: UT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12575 FILM NUMBER: 141171625 BUSINESS ADDRESS: STREET 1: 7043 S 300 WEST CITY: MIDVALE STATE: UT ZIP: 84047 BUSINESS PHONE: 8015661200 8-K 1 utmed8k.htm FORM 8-K utmed8k.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

FORM 8-K

Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934



Date of Report (date of earliest event reported): October 23, 2014


Commission File No. 001-12575


UTAH MEDICAL PRODUCTS, INC.
(Exact name of Registrant as specified in its charter)

 
 UTAH  87-0342734
 (State or other jurisdiction of  (I.R.S. Employer
 incorporation or organization)  Identification No.)
                                                                                         
                                                                                                           


7043 South 300 West
Midvale, Utah  84047
Address of principal executive offices


Registrant's telephone number:                                                      (801) 566-1200

 
 
 


ITEM 1.01 AMENDMENT TO A MATERIAL DEFINITIVE AGREEMENT
 


On October 23, 2014, an Extension of Shareholder Rights Agreement between Utah Medical Products, Inc. (UTMD) and Registrar and Transfer Company, UTMD’s transfer agent, was signed.  The Extension Agreement, dated October 23, 2014, extends the expiration date of the previously adopted Rights Agreement from October 28, 2014 to October 28, 2024. A copy of the Extension Agreement is attached hereto as Exhibit 4.1




SIGNATURES
 


Pursuant to the requirements of the Securities Exchanges Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 
   UTAH MEDICAL PRODUCTS, INC.
   REGISTRANT
   
   
 Date: 10/24/2014 By: /s/ Kevin L. Cornwell
  Kevin L. Cornwell
  CEO
 


EXHIBIT INDEX


              
 Index
Number
Description
   
 4.1  Extension of Shareholder Rights Agreement, dated 23 October, 2014.
 
 
 
 EX-4.1 2 exhibit4-1.htm EXHIBIT 4.1 exhibit4-1.htm
Exhibit 4.1

EXTENSION OF SHAREHOLDER RIGHTS AGREEMENT

THIS EXTENSION OF SHAREHOLDER RIGHTS AGREEMENT (this “Extension”) dated this 23rd day of October, 2014, is entered into by and between UTAH MEDICAL PRODUCTS, INC., a Utah corporation (the “Company”), and REGISTRAR AND TRANSFER COMPANY, a New Jersey corporation (the “Rights Agent”), on the following:

Premises

WHEREAS, the Company has previously adopted a rights plan to be implemented through a Rights Agreement effective October 28, 2004, authorizing the issuance of one Right for each Common Share issued after the Record Date and until the earliest to occur of the Separation Date, the Expiration Date on October 28, 2014, or the Redemption Date;

WHEREAS, the board of directors has unanimously authorized the renewal and extension of such Rights Agreement; and

WHEREAS, the parties desire to effect the extension of the Rights Agreement to join in this Extension;

Agreement

NOW, THEREFORE, upon the foregoing premises, which are incorporated herein by reference, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, it is hereby agreed as follows:

1.           That certain Rights Agreement dated as of the 30th day of July, 2004, by and between the Company and Registrar and Transfer Company, as rights agent, and expiring on the earlier to occur of the Separation Date, the Expiration Date of October 28, 2014, or the Redemption Date (as such terms are defined therein), is hereby amended and revised by striking the Expiration Date in section 1.1(k) and inserting in lieu thereof the date of October 28, 2024, which is the extended Expiration Date.

2.           In all other respects, the foregoing Rights Agreement is hereby ratified and confirmed and shall remain in full force and effect.

DATED as of the date first above written.

 
   UTAH MEDICAL PRODUCTS, INC.
   
   By: /s/ Kevin L. Cornwell
   Kevin Cornwell, President
   
   
   REGISTRAR AND TRANSFER COMPANY
   
   By: /s/ Nicola Giancaspro
   Nicola Giancaspro
   Vice President