<PAGE>
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): November 30, 1999
OXBORO MEDICAL INTERNATIONAL, INC.
- -------------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Minnesota 000-18785 41-1391803
- ---------------------------- ------------------------ -------------------
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
13828 Lincoln Street NE
Ham Lake, Minnesota 55304
- ---------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (612) 755-9516
1
<PAGE>
Items 1, 2, 3, 4, 6 and 8 are not applicable and therefore omitted.
Item 5. OTHER EVENTS.
COMPLETION OF RIGHTS OFFERING
On September 1, 1999, the Company effected a rights offering for
purchase of its Common Stock and one-year Warrants to purchase Common Stock. The
Company completed the final phase of its rights offering and terminated the
offering on November 30, 1999. On December 3, 1999, the Company issued a press
release announcing the completion of the offering. Attached as Exhibit 99.1 is
the Company's press release.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.
Not applicable.
(b) UNAUDITED PRO FORMA CONDENSED FINANCIAL INFORMATION.
Not applicable.
(c) EXHIBITS.
Exhibit 99.1 Press Release of the Company issued December 3,
1999, relating to the completion of the Company's
rights offering.
2
<PAGE>
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, thereunto duly authorized.
Dated: December 10, 1999 OXBORO MEDICAL INTERNATIONAL, INC.
By Matthew E. Bellin
-----------------------------------------
Its President and Chief Executive Officer
----------------------------------------
3
<PAGE>
EXHIBIT 99.1
FOR IMMEDIATE RELEASE:
OXBORO MEDICAL INTERNATIONAL, INC. ANNOUNCES COMPLETION OF RIGHTS OFFERING AND
OVERSUBSCRIPTION PERIOD
MINNEAPOLIS, December 3, 1999/PRNewswire/ -- Oxboro Medical International, Inc.
(Nasdaq: OMED - news) today announced the termination of its rights offering and
the expiration of the oversubscription privilege relating to the offering. The
rights offering became effective on September 1, 1999 and ended on October 29,
1999. Under the terms of the offering, each Oxboro shareholder was entitled to
purchase two shares of Common Stock and one Warrant for purchase of one
additional share of Common Stock of the Company for each share held. Gross
proceeds from the sale of Oxboro Common Stock in the rights offering were
$549,510.
The oversubscription privilege for the rights offering commenced on November 1
and ended November 30, 1999. Oxboro had 451,216 shares of Common Stock and
225,608 Warrants remaining available for issuance in the oversubscription phase
of the offering and received subscriptions exceeding this amount by 142,892
shares and 71,446 Warrants. The securities to be issued following the
oversubscription phase will be distributed among the participating subscribers
on a pro rata basis. Payments for any subscription amounts not accepted in this
phase will be returned to the subscribers and the Company expects to return
approximately $178,615 to subscribers. Gross proceeds from sales of the
remaining shares of Common Stock and Warrants in the oversubscription phase
ended November 30, 1999 were $564,020. Oxboro will issue a total of 890,824
shares of Common Stock and 445,412 Warrants as a result of the rights offering
and oversubscription privilege and will have 1,340,336 shares of Common Stock
and 441,312 Warrants outstanding following the offering. The Company received
total gross proceeds of approximately $1,124,805 in the rights offering,
including the exercise of 4,100 Warrants that were purchased in the offering.
Oxboro's Common Stock is traded on the Nasdaq SmallCap Market under the symbol
"OMED."
Forward Looking Statements
The Company may from time to time make written or oral "forward-looking
statements," whether in its new releases, its filings with the SEC or in its
reports to shareholders, or elsewhere. "Forward-looking statements"are
statements such as those contained in projections, plans, objectives, estimates,
statements of future economic performance, and assumptions related to any of the
foregoing, and may be identified by the use of forward-looking terminology, such
as "may," "expect," "anticipate," "estimate," "goal," "continue," or other
comparable terminology. By their very nature, forward-looking statements are
subject to known and unknown risks and uncertainties relating to the Company's
future performance that may cause the actual results, performance or
achievements of the Company, or industry results, to differ materially from
those expressed or implied in any such "forward-looking statements." Various
factors and risks (not all of which are identifiable at this time) could cause
the Company's results, performance or achievements to differ materially from
that contained in the Company's forward-looking statements, and investors are
cautioned that any forward-looking statement contained herein or elsewhere is
qualified by and subject to the warnings and cautionary statements contained
above and in its filings with the SEC. The Company does not undertake and
assumes no obligation to update any forward-looking statement that may be made
from time to time by or on behalf of the Company.
FOR FURTHER INFORMATION:
Matthew E. Bellin, President
Oxboro Medical International, Inc.
612-755-9516 telephone
612-755-2408 fax
