-----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, WleMFbYZ1e7sFXm5cCn9i82xChyiDqVBgUUOLXN11HMqxDGCmereqAf7rAeYwWfP nbhfm8FpnxTVl0NlnkmhRQ== 0001047469-03-030568.txt : 20030912 0001047469-03-030568.hdr.sgml : 20030912 20030912155326 ACCESSION NUMBER: 0001047469-03-030568 CONFORMED SUBMISSION TYPE: 425 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030912 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MEDAMICUS INC CENTRAL INDEX KEY: 0000833140 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 411533300 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 425 SEC ACT: 1934 Act SEC FILE NUMBER: 000-19467 FILM NUMBER: 03893998 BUSINESS ADDRESS: STREET 1: 15301 HGHWY 55 W CITY: PLYMOUTH STATE: MN ZIP: 55447 BUSINESS PHONE: 7635592613 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MEDAMICUS INC CENTRAL INDEX KEY: 0000833140 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 411533300 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 425 BUSINESS ADDRESS: STREET 1: 15301 HGHWY 55 W CITY: PLYMOUTH STATE: MN ZIP: 55447 BUSINESS PHONE: 7635592613 425 1 a2118708z425.htm 425
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  Filed by Medamicus, Inc.
Pursuant to Rule 425 of the Securities Act of 1933
Subject Company: BIOMEC, Inc./BIOMEC Cardiovascular Inc.
Registration Statement No. 333-108404

FOR IMMEDIATE RELEASE

 

 

 

Contact:

Jim Hartman
Medamicus, Inc.
(763) 577-2212

September 12, 2003

 

 

 

 

 


Medamicus Announces Move To Nasdaq National Market and
Special Shareholder Meeting Date For BCI Purchase Approval

        MINNEAPOLIS—Medamicus, Inc. (Nasdaq: MEDM) announced today that it has received approval for its common stock to begin trading on The Nasdaq National Market System beginning with the opening of the market on Monday, September 15, 2003. Medamicus common stock will continue to be traded under the symbol "MEDM."

        Medamicus' transition to The Nasdaq National Market satisfies one of the conditions to closing of Medamicus' purchase of the operating assets of BIOMEC Cardiovascular Inc. ("BCI"), a Minneapolis based developer and manufacturer of implantable stimulation leads, lead delivery systems and accessories for cardiac rhythm management and neuromodulation. BCI is a subsidiary of BIOMEC Inc., a privately held medical technology company headquartered in Cleveland, Ohio.

        In addition to listing of Medamicus' common stock on The Nasdaq National Market, the closing of the purchase agreement requires approval by the shareholders of Medamicus and BIOMEC Inc. Medamicus also announced today that a special meeting of Medamicus shareholders has been scheduled for Tuesday, October 21, 2003 at 10:00 a.m. local time at the offices of Medamicus, 15301 Highway 55 West, Plymouth, Minnesota. Medamicus shareholders of record as of the close of business on September 11, 2003 will be entitled to notice of, and to vote at, the special meeting. BIOMEC's special meeting of shareholders has been scheduled for Tuesday, October 21, 2003 at 10:00 a.m. local time at The Union Club, 1211 Euclid Avenue, Cleveland, Ohio. The transaction is expected to close within three days after the approval by Medamicus and BIOMEC Inc. shareholders.

        Medamicus, Inc., based in Plymouth, Minnesota, is a medical products company engaged in the design, development, manufacture and marketing of percutaneous delivery systems. Its products include venous vessel introducers, safety needles and other disposable delivery products for use in the implantation of pacemakers, defibrillators, catheters and infusion ports sold through OEM relationships with other medical device companies.

        Headquartered in Minneapolis, Minnesota, BCI is a developer and manufacturer of implantable stimulation leads, lead delivery systems, and lead accessories for cardiac rhythm management, neuromodulation, and hearing-restoration markets. Headquartered in Cleveland, Ohio, BIOMEC Inc. is a leading researcher, developer and manufacturer of advanced medical technologies.

        On August 29, 2003, Medamicus filed a registration statement on Form S-4 (File No. 333-108404) in connection with the purchase transaction which registration statement was declared effective by the Securities and Exchange Commission on September 12, 2003.

        Medamicus and BIOMEC Inc. will each mail a joint proxy statement/prospectus to its shareholders in connection with the transaction and the special meetings of its shareholders. Investors and security-holders of Medamicus and BIOMEC are urged to read the joint proxy statement/prospectus because it will contain important information about the companies, the transaction, the persons soliciting proxies relating to the transaction, their interests in the transaction, and related matters. Investors and security-holders may obtain a free copy of the joint proxy statement/prospectus at the SEC's web site at www.sec.gov. A free copy of the joint proxy statement/prospectus may also be obtained from either of the companies.




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Medamicus Announces Move To Nasdaq National Market and Special Shareholder Meeting Date For BCI Purchase Approval
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