UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 15
CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION
UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934
OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934.
Commission File Number:
0-13839
CAS MEDICAL SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
44 East
Industrial Road, Branford, Connecticut 06405
(Address, including zip code, and telephone number, including area code, of
registrants principal executive offices)
Common Stock, par value $0.004 per share
(Title of each class of securities covered by this Form)
N/A
(Titles of all other
classes of securities for which a duty to file reports under section 13(a) or 15(d) remains)
Please place an X in the
box(es) to designate the appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports:
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Rule
12g-4(a)(1)
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☒
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Rule
12g-4(a)(2)
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☐
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Rule
12h-3(b)(1)(i)
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☒
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Rule
12h-3(b)(1)(ii)
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☐
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Rule
15d-6
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☐
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Rule
15d-22(b)
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☐
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Approximate number of holders of record as of the certification or notice date: One (1).
Explanatory Note
On April 18, 2019,
pursuant to the terms of an Agreement and Plan of Merger dated February 11, 2019 by and among Edwards Lifesciences Holding, Inc., a Delaware corporation (Acquiror), Crown Merger Sub, Inc., a Delaware corporation and a wholly owned
subsidiary of Acquiror (Merger Sub) and the Registrant, Merger Sub merged with and into the Registrant, with the Registrant continuing as the surviving corporation and a wholly owned subsidiary of Acquiror (the Merger). Upon
consummation of the Merger, the only stockholder of the Registrant was Acquiror.