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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Filed pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 28, 2000
CARESIDE, INC.
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(Exact name of issuer as specified in charter)
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<S> <C> <C>
DELAWARE 1-15051 23-2863507
(State or Other Jurisdiction Commission (I.R.S. Employer
of Incorporation or Organization) file number Identification Number)
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6100 BRISTOL PARKWAY
CULVER CITY, CA 90230
(Address of principal executive offices)
(310) 338-6767
(Registrant's telephone number, including area code)
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ITEM 5. Other Events
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On January 28, 2000, Careside, Inc. (the "Registrant") issued a press
release, the text of which is attached hereto as Exhibit 99.1 and incorporated
herein in its entirety, announcing a proposed private placement of up to $10
million of a new series of convertible preferred stock.
ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits
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(c) Exhibits
The following exhibits are filed herewith:
2.1 Registrant's Press Release, dated January 28, 2000.
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SIGNATURE
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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.
CARESIDE, INC.
Date: January 28, 2000 By: /s/ James R. Koch
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Name: James R. Koch
Title: Chief Financial Officer
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EXHIBIT INDEX
Exhibit
No. Description
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99.1 Registrant's Press Release, dated January 28, 2000.
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Careside Announces Proposed Private Placement
CULVER CITY, Calif.--January 28, 2000--CARESIDE Inc. (AMEX: CSA; CSA.W) today
announced a proposed private placement of up to $10 million of a new series of
convertible preferred stock. The Company intends to use the proceeds of the
placement to further support its sales and marketing programs, to build
inventory and provide working capital, and to support further product
development. The Company may also use a portion of the proceeds to repay a $2
million convertible loan from S.R. One, Limited, a venture company affiliated
with SmithKline Beecham Corporation, if the loan is not converted to equity. The
offering, if it is completed, will provide the additional funds which the
Company had expected to raise in its June 1999 initial public offering.
The securities offered will not be registered under the Securities Act of 1933
and may not be offered or sold in the United States absent registration or an
applicable exemption from registration requirements.
This press release shall not constitute an offer to sell or a solicitation of an
offer to buy, nor shall there be any sale of the securities, in any jurisdiction
in which such offer, solicitation or sale would be unlawful prior to
registration or qualification under applicable securities laws, or absent the
availability of an exemption from registration or qualification requirements.
Certain statements contained herein are ``Forward Looking'' statements as such
term is defined in the Private Securities Litigation Reform Act of 1995,
including statements regarding the Company's proposed private placement and
intended use of proceeds therefrom. Because such statements include risks and
uncertainties, actual results may differ materially from those expressed or
implied. Factors that could cause results to differ materially from those
expressed or implied include, but are not limited to, those discussed in filings
by the Company with the Securities and Exchange Commission.
