-----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, R/rw+Tqerwu38Vm57iy2bd3Sfcz8E3noSebOm1APk8NX942lT416R1dFRxUnREdn DeoFPsAC6/uivVOUc95GLA== 0001023175-07-000221.txt : 20071010 0001023175-07-000221.hdr.sgml : 20071010 20071010162325 ACCESSION NUMBER: 0001023175-07-000221 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20071004 ITEM INFORMATION: Unregistered Sales of Equity Securities FILED AS OF DATE: 20071010 DATE AS OF CHANGE: 20071010 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BROADCAST INTERNATIONAL INC CENTRAL INDEX KEY: 0000740726 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 870395567 STATE OF INCORPORATION: UT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-13316 FILM NUMBER: 071165509 BUSINESS ADDRESS: STREET 1: 7050 UNION PARK AVENUE, #600 CITY: SALT LAKE CITY STATE: UT ZIP: 84047 BUSINESS PHONE: 801-562-2252 MAIL ADDRESS: STREET 1: 7050 UNION PARK AVENUE #600 CITY: SALT LAKE CITY STATE: UT ZIP: 84047 FORMER COMPANY: FORMER CONFORMED NAME: LASER CORP DATE OF NAME CHANGE: 19920703 8-K 1 f8koctober102007.htm Converted by EDGARwiz



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):  October 4, 2007


BROADCAST INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)



UTAH

0-13316

87-0395567

(State or other jurisdiction of

incorporation or organization)

(Commission File Number)

(I.R.S. Employer
Identification No.)


7050 UNION PARK AVENUE, SUITE 600

SALT LAKE CITY, UTAH


84047

(Address of principal executive offices)

(Zip Code)


Registrant's telephone number, including area code: (801) 562-2252


Former name or former address, if changed since last report: Not Applicable


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:

 

¨

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))











BROADCAST INTERNATIONAL, INC.


FORM 8-K



ITEM 3.02

Unregistered Sales of Equity Securities


During October , we issued 548,667 shares of our common stock and accompanying warrants to purchase 548,667 shares of our common stock to nine individuals in consideration of a total of $643,000 in cash received by the Company. The warrants are exercisable at $2.00 per share for a period of three years from the date of issuance.  The sales were made by licensed securities salesmen or officers of the Company and commissions of approximately $40,000 were paid to licensed securities salesmen.  We will use the proceeds from the sale of the securities for general working capital purposes.


On October 4, 2007, we received notification that one of our warrant holders was exercising his warrants to acquire 160,000 shares of our common stock and the shares of stock were issued.  The Company received $240,000 in cash from the exercise of the warrants and paid no commissions nor underwriting discounts on the exercise of the warrants.  We will use the proceeds from the exercise of the warrants for general working capital purposes.


On October 3, 2007, we issued a total of 66,667 shares of our common stock to one institutional fund, which holds our 6% senior secured convertible notes, in consideration of the fund converting to common stock an aggregate of $100,000 of the principal amount of the note held by the fund at a conversion price of $1.50 per share. There were no underwriting discounts or commissions paid. The institutional fund, which converted a portion of its note to common stock, is an accredited investor and was fully informed regarding their investment.  In the transaction, we relied on the exemptions from registration under the Securities Act set forth in Section 4(2) and Section 4(6) thereof.


All investors in the transactions described above were accredited investors and were fully informed regarding their investment.  In the transactions, we relied on the exemptions from registration under the Securities Act set forth in Section 4(2) and Section 4(6) thereof.


ITEM 9.01.

Financial Statements and 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.


Date:  October 10, 2007.

BROADCAST INTERNATIONAL, INC.

a Utah corporation


By:

  /s/ Rodney M. Tiede                           

Name:

Rodney M. Tiede

Title:

President and Chief Executive Officer



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