-----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, E79aqN4v219XhWgRHGfB9GTqrnOgP+N+aapVch3+k0cEVT2ND//C9RJo/K5ilCUN mGl3FmX+wNJcME19+vtpzg== 0001144204-07-036139.txt : 20070711 0001144204-07-036139.hdr.sgml : 20070711 20070711163500 ACCESSION NUMBER: 0001144204-07-036139 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20070705 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Unregistered Sales of Equity Securities ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070711 DATE AS OF CHANGE: 20070711 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SPO Medical Inc CENTRAL INDEX KEY: 0000716778 STANDARD INDUSTRIAL CLASSIFICATION: MEASURING & CONTROLLING DEVICES, NEC [3829] IRS NUMBER: 251411971 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-11772 FILM NUMBER: 07974564 BUSINESS ADDRESS: STREET 1: 21860 BURBANK BLVD STREET 2: NORTH BUILDING SUITE 380 CITY: WOODLAND HILLS STATE: CA ZIP: 91367 BUSINESS PHONE: 8188884380 MAIL ADDRESS: STREET 1: 21860 BURBANK BLVD STREET 2: NORTH BUILDING SUITE 380 CITY: WOODLAND HILLS STATE: CA ZIP: 91367 FORMER COMPANY: FORMER CONFORMED NAME: UNITED DIAGNOSTIC INC DATE OF NAME CHANGE: 19981229 FORMER COMPANY: FORMER CONFORMED NAME: NU TECH BIO MED INC DATE OF NAME CHANGE: 19941121 FORMER COMPANY: FORMER CONFORMED NAME: APPLIED DNA SYSTEMS INC DATE OF NAME CHANGE: 19920703 8-K 1 v080734_8k.htm
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): July 5, 2007
 
SPO MEDICAL INC.
(Exact name of registrant as specified in its charter)

Delaware
 
0-11772
 
25-1411971
(State or other jurisdiction
of incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification No.)
 
 
20 Hata’as St, POB 2454, Kfar Saba, Israel
 
(Address of principal executive offices, including Zip Code)
 
+972-9-764-3570
(Registrant's telephone number, including area code)
 
(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 1.01  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
 
The information provided pursuant to Item 3.02 is incorporated herein by reference.
 
ITEM 3.02  UNREGISTERED SALES OF EQUITY SECURITIES.
 
On July 5, 2007, SPO Medical Inc. (the “Company”) privately placed with an institutional investor 1,444,444 shares of the Company’s common stock, par value $0.01 (the “Shares”) for aggregate gross proceeds of $1,300,000. The Shares were placed pursuant to a Confidential Private Placement Agreement between the Company and the investor entered into as of July 5, 2007. In connection with the placement of the Shares, the Company paid to a placement agent a cash fee of $117,000.
 
In making the placement, the Company relied upon the exemptions provided by Section 4(2) under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder.
 
ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS
 
(a) Financial Statements.
 
None.
 
(b) Pro Forma Financial Information.
 
None.
 
(c) Exhibits.
 
None.
 

 
 

 
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.
     
Dated: July 11, 2007 SPO MEDICAL INC.
 
 
 
 
 
 
By:   /s/ Michael Braunold
 

Michael Braunold
Chief Executive Officer
 

 

 
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