Occulogix, Inc. - Current report filing (8-K)
2008年8月16日 - 4:03AM
Edgar (US Regulatory)
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): August 13,
2008
OCCULOGIX,
INC.
(Exact
name of Registrant as specified in its Charter)
Delaware
|
000
51030
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59-343-4771
|
(State
or other Jurisdiction of
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(Commission
File Number)
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(IRS
Employer Identification No.)
|
Incorporation)
|
|
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2600
Skymark Avenue, Unit 9, Suite 201
Mississauga,
Ontario L4W 5B2
(Address
of principal executive offices)
Registrant’s
telephone number, including area code:
(905)
602-0887
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:
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
1.01 Entry into a Material Definitive Agreement
On August
13, 2008, OccuLogix, Inc. (the “Company”) entered into a loan agreement with
OcuSense, Inc. (“OcuSense”) pursuant to which the Company advanced to OcuSense a
loan in an aggregate principal amount of U.S.$2,000,000 (the “Loan”), the
proceeds of which are to be used by OcuSense for general corporate
purposes. The Loan will bear interest at a rate of 12% per annum and
will mature on the 270
th
day
following the date of advance.
The
Company currently holds a majority ownership interest in OcuSense (50.1% on a
fully diluted basis and 57.62% on an issued and outstanding
basis). On April 22, 2008, the Company announced its intention to
acquire the minority ownership interest in OcuSense that it does not already
own. On August 1, 2008, the Company filed a revised preliminary proxy
statement to solicit the proxies of its stockholders for this proposed
acquisition, among other proposed transactions. The Company’s revised
preliminary proxy statement is currently the subject of review by the U.S.
Securities and Exchange Commission (the “SEC”). Following the
completion of the SEC’s review, the Company will file and mail its final proxy
statement.
A copy of
the loan agreement pursuant to which the Company advanced the Loan to OcuSense
is attached to this Current Report on Form 8-K as Exhibit 10.1.
ITEM
9.01 Financial Statements and Exhibits
(d)
Exhibits
|
Loan
Agreement, dated as of August 13, 2008, by and among OccuLogix, Inc. and
OcuSense, Inc.
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SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Company has duly
caused this Report to be signed on its behalf by the undersigned hereunto duly
authorized.
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OCCULOGIX,
INC.
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|
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Date:
August 15, 2008
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By:
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/s/Suh
Kim
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Suh
Kim
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General
Counsel
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Occulogix (MM) (NASDAQ:OCCX)
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