SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTIONS 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 17, 1998
_______________
MEDICAL DEVICE ALLIANCE INC.
(Exact name of Registrant as specified in its charter)
NEVADA 0-24979 88-0345058
(State or other jurisdiction (Commission File (IRS Employer
of incorporation Number) Identification No.)
or organization)
3800 Howard Hughes Parkway, Suite 1800, Las Vegas, Nevada 89109
(Address of principal executive offices, including zip code)
(702) 791-2910
(Company's telephone number, including area code)
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ITEM 5. OTHER EVENTS
On December 17, 1998, certain shareholders of Medical Device Alliance Inc.
(the "Company") filed a civil action in the United States District Court in
Nevada. This action, Wexford Spectrum Fund I LP, et. al. (the "Wexford
Plaintiffs"), vs. Medical Device Alliance Inc., et. al., including its then
two-person Board members, Donald K. McGhan and Nikki M. Moseley, alleges,
among other things, breach of contract, intentional and negligent
misrepresentation, fraudulent inducement, and civil conspiracy by
defendants in, among other things, a Private Placement Memorandum and
related Investment Agreement delivered to the Wexford Plaintiffs in April
1997. The Wexford Plaintiffs seek (1) an award of compensatory damages in
excess of $1,500,000; (2) an award of exemplary damages to be determined;
(3) pre-and-post judgment interest and all costs and fees; (4) a
declaration rescinding the Wexford Plaintiffs' May 9, 1997 purchase of
their shares of the Company; and (5) such other and further relief as
deemed just and appropriate. Management of the Company believes that this
action is without merit and intends to vigorously defend it.
On January 12, 1999, the Company announced that the license agreement with
Misonix, Inc. (Nasdaq:MSON) for the Misonix ultrasonic soft tissue
aspirator had been terminated by Misonix, Inc. A copy of the press release
is attached hereto as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) EXHIBITS
Exhibit No. Description
99.1 Press Release, dated January 12, 1999
SIGNATURE
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.
MEDICAL DEVICE ALLIANCE INC.
Dated: January 13, 1999 By: /s/ Donald K. McGhan
----------------------------------
Chairman, Chief Executive Officer
and President
News Release for immediate release
Company Contact: Marc Sperberg Investor Relations (702) 791-2910
Medical Device Alliance Inc. and LySonix Incorporated Announce Termination
of License Agreement by Misonix, Inc.
LAS VEGAS, NV. - January 12, 1999 - Medical Device Alliance Inc. (the
"Company"), announced today that last evening the license agreement with
Misonix, Inc. (Nasdaq: MSON) for the Misonix ultrasonic soft tissue
aspirator had been terminated by Misonix, Inc. The parties involved had
been unable to complete the necessary documentation prior to the end of the
cure period under a notice of default.
Medical Device Alliance Inc. and the Company's wholly-owned subsidiary,
LySonix Incorporated, are continuing to negotiate the terms of a new
license agreement for the Misonix ultrasonic soft tissue aspirator.
However, there can be no assurances that the parties will reach an
agreement on the terms of a new license agreement.
Medical Device Alliance Inc., based in Las Vegas, Nevada, develops,
manufactures and/or markets medical devices for the specialty markets of
plastic and reconstructive surgery and spinal/orthopedic surgery.
