-----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, JhF++DsE77tvKyPn52t6xK2gQNLZTWPCjjH/rsrdAHlwpysyJeYvNnUHvtRCaT8b AnDWPyGL8RJDEKCdaJnf5w== 0001019687-10-004432.txt : 20101215 0001019687-10-004432.hdr.sgml : 20101215 20101215143515 ACCESSION NUMBER: 0001019687-10-004432 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20101215 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20101215 DATE AS OF CHANGE: 20101215 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNIVERSAL DETECTION TECHNOLOGY CENTRAL INDEX KEY: 0000763950 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL [3823] IRS NUMBER: 952746949 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09327 FILM NUMBER: 101253246 BUSINESS ADDRESS: STREET 1: 9595 WILSHIRE BOULEVARD, SUITE 700 CITY: BEVERLY HILLS STATE: CA ZIP: 90212 BUSINESS PHONE: 3102483655 MAIL ADDRESS: STREET 1: 9595 WILSHIRE BOULEVARD, SUITE 700 CITY: BEVERLY HILLS STATE: CA ZIP: 90212 FORMER COMPANY: FORMER CONFORMED NAME: POLLUTION RESEARCH & CONTROL CORP /CA/ DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: DASIBI ENVIRONMENTAL CORP DATE OF NAME CHANGE: 19900529 8-K 1 udt_8k-121510.htm UNIVERSAL DETECTION TECHNOLOGY FORM 8-K udt_8k-121510.htm


 
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): December 15, 2010
 
UNIVERSAL DETECTION TECHNOLOGY
(Exact name of registrant as specified in its charter)
         
California
(State or other jurisdiction
of incorporation)
 
001-09327
(Commission File Number)
 
95-2746949
 (IRS Employer
Identification Number)

     
340 North Camden Drive, Suite 302
Beverly Hills, California
(Address of principal executive offices)
 
90210
(Zip Code)

 
Registrant’s telephone number, including area code: (310) 248-3655

Not applicable
(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 8.01
OTHER EVENTS.

Attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference is a description of the common stock of Universal Detection Technology (the “Company”).  As permitted by guidance published by the Securities and Exchange Commission (the “Commission”), this description is being provided for purposes of Commission forms that require the incorporation by reference of a description of securities contained in a registration statement filed under the Securities Exchange Act of 1934, as amended.

ITEM 9.01
FINANCIAL STATEMENTS AND EXHIBITS.
(d) EXHIBITS
   
EXHIBIT NO.
DESCRIPTION
99.1
Description of Common Stock


 
2

 
 
 
 

 
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.
 
 
       
 UNIVERSAL DETECTION TECHNOLOGY
         
       
 
By: /s/ Jacques Tizabi
                      
       
Jacques Tizabi
   
Dated: December 15, 2010
 
Chief Executive Officer
 
 
 
 

 
 
3

 
 
 

 
EXHIBIT INDEX

EXHIBIT NO.
DESCRIPTION
99.1
Description of Common Stock

 
 
 
 
 
 
 
 
 4

EX-99.1 2 udt_8k-ex9901.htm DESCRIPTION OF COMMON STOCK udt_8k-ex9901.htm

Exhibit 99.1

DESCRIPTION OF COMMON STOCK

Our common stock is traded on the OTC Bulletin Board under the symbol "UNDT." Holders of our common stock are entitled to one vote for each share on all matters voted upon by our stockholders, including the election of directors, and have cumulative voting rights. We currently do not pay any dividends on our common stock, and we currently intend to retain any future earnings for use in our business. Any future determination as to the payment of dividends on our common stock will be at the discretion of our Board of Directors and will depend on our earnings, operating and financial condition, capital requirements and other factors deemed relevant by our Board of Directors, including the General Corporation Law of the State of California, which provides that dividen ds are only payable out of retained earnings or if certain minimum ratios of assets to liabilities are satisfied. The declaration of dividends on our common stock also may be restricted by the provisions of credit agreements that we may enter into from time to time. Holders of our common stock are entitled to share ratably in our net assets upon our dissolution or liquidation after payment or provision for all liabilities and any preferential liquidation rights of our preferred stock then outstanding. Holders of our common stock have no preemptive rights to purchase shares of our stock. The shares of our common stock are not subject to any redemption provisions and are not convertible into any other shares of our capital stock. All outstanding shares of our common stock are fully paid and nonassessable. The rights, preferences and privileges of holders of our common stock will be subject to those of the holders of any shares of our preferred stock we may issue in the future.

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