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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): April 27, 1999
CAPRIUS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-11914 22-2457487
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
46 Jonspin Road, Wilmington, Massachusetts 01887
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(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number including Area Code: (978) 657-8876
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Item 5. Other Events
On April 28, 1999, Caprius, Inc. (the "Registrant") announced that it had
concluded the sale of its Aurora(R) breast scanner technology related assets to
Pacific Republic Capital Corp ("Pacific") for approximately $850,000 in cash and
the assumption by Pacific of certain obligations associated with the transferred
assets.
The Registrant further announced that the settlement of the shareholders class
action, which was commenced in January 1998, was given final court approval in
Federal Court in Boston.
A copy of the Press Release issued by the Registrant is attached hereto as
Exhibit 99.1 and incorporated herein by reference.
Item 7. Financial Statements and Exhibits
(c) Exhibits:
The following exhibit is filed as part of this report:
99.1 Press Release, dated April 28, 1999 issued by Caprius, Inc.
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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.
CAPRIUS, INC.
Dated: May 4, 1999 By: /s/ Enrique Levy
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Name: Enrique Levy
Title: President
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EXHIBIT INDEX
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The following Exhibit is filed herewith.
Sequentially
Exhibit Numbered
Number Description Page
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99.1 Press Release issued by Caprius, 5
Inc., dated April 28, 1999.
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Exhibit 99.1
[GRAPHIC OMITTED]
FOR IMMEDIATE RELEASE
Contact: Beverly Tkaczenko
@ 800.476.0569
CAPRIUS ANNOUNCES SALE OF ITS TECHNOLOGY ASSETS
Fort Lee, NJ - April 28, 1999 - Caprius, Inc. (Nasdaq: CAPR) announced today
that it had concluded a sale of all of its Aurora(R) breast scanner technology
related assets. The Company sold the assets to Pacific Republic Capital Corp. of
California. The terms of the transaction provide for payment to Caprius of
approximately $850,000 and the assumption by the buyer of all the debt
associated with this technology as well as the lease at the Company's Wilmington
facility. The equipment debt of which Caprius is now relieved exceeds $1.1
million.
Under the terms of the contract, Caprius will transfer all of its
technology-related assets including the Aurora(R) Centers at Faulkner Hospital,
Englewood Hospital and Medical Center, University of Arkansas for Medical
Sciences, and Magee Women's Hospital. Caprius has also sold the related
inventory and fixed assets. The buyer shall retain the current employees.
Caprius has over the past year been attempting to identify a financial partner
for its technology. Caprius conducted discussions with numerous potential
parties, none of which led to an acceptable proposal. The cash reserves of the
Company, after several downsizing events that were started more than six months
ago, had dwindled to near depletion at the time of this closing. The
consummation of this transaction avoided the imminent necessity of closing the
technology activities without relief from the associated debt. The buyer at the
time of closing was the only party with the capacity and desire to assume the
debt and compensate Caprius on an immediate basis.
Caprius intends to aggressively pursue ways that can maximize shareholder value.
The Company currently has dramatically reduced its overhead, provided for the
extinguishment of its debt, and is left with limited funds and the Strax
Institute, a comprehensive breast-imaging center in Lauderhill, Florida. Caprius
shall focus its efforts in identifying, as quickly as possible, a candidate who
can help utilize the Company's assets as a vehicle for the enhancement of
shareholder value.
Caprius further announced that the settlement of the shareholders class action
commenced in January 1998 obtained final court approval in Federal Court in
Boston.
SAFE HARBOR STATEMENT:
The statements made in this press release that are not historical fact are
"forward-looking statements" which are based upon current expectations that
include a number of risks and uncertainties. Investors are encouraged to review
a more comprehensive listing of cautionary statements and risk factors contained
in the Company's Forms 10-K and 10-Q SEC filings.
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