-----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, KWqYfCUDWbWTwpe0R4QEGgduIkNZbXrxmCUbENReDv9uKOxLrGhdpozjwikOYk+t zXFSgLtey2OZNtdMM4zqbg== 0000950144-95-002880.txt : 19951026 0000950144-95-002880.hdr.sgml : 19951026 ACCESSION NUMBER: 0000950144-95-002880 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19951025 ITEM INFORMATION: Other events FILED AS OF DATE: 19951025 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: RESPONSE TECHNOLOGIES INC CENTRAL INDEX KEY: 0000763098 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-SPECIALTY OUTPATIENT FACILITIES, NEC [8093] IRS NUMBER: 621212264 STATE OF INCORPORATION: TN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09922 FILM NUMBER: 95584211 BUSINESS ADDRESS: STREET 1: 1775 MORIAH WOODS BLVD CITY: MEMPHIS STATE: TN ZIP: 38117 BUSINESS PHONE: 9017617000 MAIL ADDRESS: STREET 1: 1775 MORIAH WOODS BLVD CITY: MEMPHIS STATE: TN ZIP: 38117 FORMER COMPANY: FORMER CONFORMED NAME: BIOTHERAPEUTICS INC DATE OF NAME CHANGE: 19891221 8-K 1 RESPONSE TECHNOLOGIES FORM 8-K 10-25-95 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------- FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 October 25, 1995 - -------------------------------------------------------------------------------- Date of Report (Date of earliest event reported) Response Technologies, Inc. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) Tennessee 0-15416 62-1212264 - -------------------------------------------------------------------------------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 1775 Moriah Woods Blvd. Memphis, Tennessee 38117 - -------------------------------------------------------------------------------- (Address of principal executive offices) (901) 761-7000 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) Not Applicable - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) 2 ITEM 5: OTHER EVENTS Reference press release attached as Exhibit 99. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be filed on its behalf by the undersigned thereunto duly authorized. Dated: October 25, 1995 Response Technologies, Inc. By: /s/ Daryl P. Johnson -------------------- Daryl P. Johnson Vice President and Chief Financial Officer EX-28 2 PRESS RELEASE DATED 10-23-95 1 EXHIBIT 99 RESPONSE TECHNOLOGIES, INC. ANNOUNCES REVERSE STOCK SPLIT; MOVE TO NASDAQ NATIONAL MARKET; NAME CHANGE; ENGAGEMENT OF SMITH BARNEY; AND PLANS TO ACQUIRE PHYSICIAN PRACTICES MEMPHIS, TENNESSEE (October 23, 1995) --Response Technologies, Inc. today announced plans to effect a one-for-five reverse stock split of its common stock; delist its common stock from the American Stock Exchange (AMEX:RTK) and begin trading on the Nasdaq National Market under the symbol ROIX starting Thursday, October 26, 1995; and change its name from "Response Technologies, Inc." to "Response Oncology, Inc." The aforementioned reverse stock split and name change are contingent upon approval by a majority of shareholders at a Special Meeting of Shareholders to be held on November 1, 1995, and pending such approval will take effect November 2, 1995. In addition, the Company announced that it has retained Smith Barney Inc. to assist in the development of a physician practice acquisition and management strategy, including the development of financing alternatives for such contemplated acquisitions. William H. West, M.D., CEO, stated "The reverse stock split and the move to the Nasdaq National Market help to better position the Company with respect to the capital markets. The name change to Response Oncology reflects the focus of the Company. More importantly, we are very excited by the prospects of expanding our relationships with some of our oncologists in the high dose chemotherapy programs to include acquisition and management of their practices. Response's data collection, analysis and outcomes reporting relative to advanced cancer therapies provides a natural segue into information management of the full spectrum of cancer care. These disease management capabilities will provide a significant competitive advantage to our groups in winning managed care contracts." Dr. West continued "We have entered into a letter of intent to purchase and manage the assets of a leading oncology-hematology paractice, and we expect that further acquisitions will be forthcoming. The Company is currently evaluating means of optimally financing these acquisitions, and it is contemplated that such acquisitions will be financed through combinations of cash, debt, and equity. However, there are no assurances that the Company will successfully consummate the acquisition of this or any additional practices." Dr. West concluded "We are affiliated with over 300 oncologists in 21 states through our stem cell program, presenting us with an entree to potential acquisition relationships." Response Technologies owns and operates a network of specialized outpatient treatment centers, or IMPACT(R) Centers, which provide advanced cancer treatment services under the direction of practicing oncologists. The common stock of Response Technologies, Inc. is currently traded on the American Stock Exchange (AMEX) under the symbol RTK. On October 26, 1995, the common stock will begin trading on the Nasdaq National Market under the symbol ROIX. Effective November 2, 1995 (subject to shareholder approval), the common stock will trade under the symbol ROIXD for an interim period to denote occurrence of the one-for-five reverse stock split. * * * * * -----END PRIVACY-ENHANCED MESSAGE-----