UNITED STATES
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) | December 11, 2014 |
MEDITE CANCER DIAGNOSTICS, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
| 333-143570 | 36-4296006 |
| (Commission File Number) | (IRS Employer Identification No.) |
| 4203 SW 34th St. | |
| Orlando, FL | 32811 |
| (Address of Principal Executive Offices) | (Zip Code) |
(407) 996-9630
(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):
| ¨ | 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)) |
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
On November 20, 2014, CytoCore, Inc., a Delaware corporation (the “Company”), filed a current report on Form 10-Q, as amended, that the Company was amending its articles of incorporation, which included changing the name of the Company to Medite Cancer Diagnostics, Inc.
.
In connection with the Financial Industry Regulatory Authority’s (“FINRA”) Rule 6490 and Rule 10b-17 of the Securities Exchange Act of 1934, as amended, the Company submitted to FINRA an issuer company-related action notification form to change the name and ticker symbol of the Company. On December 10, 2014, FINRA notified the Company that the name change and ticker symbol change were approved, and will be deemed effective December 11, 2014.
In connection with the Company changing its name to Medite Cancer Diagnostics, Inc., the Company also requested and received from FINRA an updated stock trading ticker symbol, “MDIT”, which was assigned and will be deemed effect as of December 11, 2014. In addition, due to the name change of the Company, the Company requested and received from CUSIP Global Services a new CUSIP number “58503D 101”.
Item 9.01 Financial Statements and Exhibits.
Exhibit 99.1. Press Release
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.
| MEDITE CANCER DIAGNOSTICS, INC. | ||
| Date: December 11, 2014 | By: | /s/ Michaela Ott |
| Michaela Ott | ||
| Chief Executive Officer | ||
| 2 |
EXHIBIT 99.1
Press Release
December 11, 2014
MEDITE Cancer Diagnostics, Inc. (OTCQB: MDIT) becomes new name for CytoCore Inc. (OTCBB: CYOE)
MEDITE Cancer Diagnostics, Inc. (OTCQB: MDIT), an Orlando, Florida based company, formerly known as CytoCore Inc. (OTCBB: CYOE), specializing in Anatomic Pathology and Cytology equipment, supplies and cancer markers used by medical laboratories for the diagnosis of cancer and precancerous conditions, effective December 11, 2014, will trade as MEDITE Cancer Diagnostics, Inc.
The MEDITE Brand is well known in the industry for high quality products and based on a well-established distribution network to over 70 countries worldwide.
Going forward the merged company is working to become a global force in providing solutions to the world wide cancer epidemic which according to the recently published “World Cancer Report 2014” by the World Health Organization, states that the number of cancer cases will increase by about 57% to 22 million cases in the next two decades. At the same time cancer deaths will rise from 8.2 million to 13 million per year.
Recently released along with new product launches and new distribution partners in the US, China and Europe should accelerate growth in 2015 and beyond.
About MEDITE Cancer Diagnostics, Inc.
MEDITE Cancer Diagnostic, Inc., Orlando, and its wholly-own MEDITE GmbH a Germany-based company with its subsidiaries specializes
on the development, manufacture and distribution of medical laboratory automation equipment and supplies for anatomic pathology,
histology and cytology. For these segments, the company offers a complete range of devices and consumables. MEDITE Cancer
Diagnostics through its various wholly owned subsidiaries currently sells into 70 countries and is a market leader in Germany.
MEDITE Group also known as Medite Enterprises Inc. and its wholly owned United States subsidiary, a Florida registered company,
Medite Inc. and German subsidiaries Medite GmbH were acquired by CytoCore, Inc. (OTCBB: CYOE) on April 4, 2014. CytoCore
Inc., a Delaware registered company, changed its name to Medite Cancer Diagnostics effective December 1, 2014.
Investor Contact:
Chief Financial Officer
Robert McCullough
+1 407 996 9630
Email: info@medite-group.com
Forward-Looking Statement
This press release contains forward-looking statements. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially. These risks and uncertainties include, among others, the factors described under the Risk Factors section of our Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission for the period ended September 30, 2014. Medite Cancer Diagnostics, Inc., formerly known as CytoCore, Inc. cautions investors not to place considerable reliance on forward-looking statements. These statements speak only as of the date of this document, and Medite Cancer Diagnostics Inc., undertakes no obligation to update or revise the statements. All forward-looking statements are expressly qualified in their entirety by this cautionary statement. Medite Cancer Diagnostics, Inc.’s business is subject to substantial risks and uncertainties, including those identified above. When evaluating business and securities, investors should give careful consideration to these risks and uncertainties.