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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): December 31, 1996
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Commission file number 0-17714
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BIOPOOL INTERNATIONAL, INC.
(Exact name of Registrant as specified in its charter)
Delaware 58-1729436
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
6025 Nicolle Street
Ventura, California 93003
(Address of principal executive offices)
(805) 654-0643
(Registrant's telephone number including area code)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
(a) On December 31, 1996, Registrant acquired certain assets
and selected liabilities of the Blood Group Serology Division of
Organon Teknika Corporation ("Organon"), located in West Chester,
Pennsylvania (the "Blood Group Business"). There was no prior
relationship between Organon or any of its officers, directors or
affiliates, and the Registrant and any of its officers, directors or
affiliates. The acquired assets consist of two adjacent parcels of
real property, each located in West Chester, Pennsylvania, certain
blood serology product lines, including certain proprietary blood cell
lines, customer accounts, laboratory facilities and an existing
employee base, all of which are used in the Blood Group Business. The
purchase price for the Blood Group Business was $5 million, payable in
cash. The Registrant funded the purchase price in part from the
privately placed sale of 500,000 shares of its Common Stock to a group
of accredited investors, and in part from proceeds of a $4.5 million
credit facility extended to the Registrant by Sanwa Bank. The
Registrant believes that the acquisition of the Blood Group Business
expands and broadens its product lines and provides an expanded direct
sales force for its products. The Registrant also believes that the
acquisition of the Blood Group Business provides the Company with a
number of strategic advantages that will enhance its existing business.
The acquisition was accomplished as a sale of assets (and assumption of
certain liabilities) which were acquired directly by the Registrant,
and was accounted for as a purchase.
(b) The Registrant intends to continue to operate the Blood
Group Business as an unincorporated division of the Registrant, from
its existing location in West Chester, Pennsylvania. All acquired
assets, including plant and equipment, will remain in tact and continue
to be utilized in essentially the same manner as such assets were used
by Organon.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS
At the time of filing, it was impractical to provide the
required financial statements of the Blood Group Business and pro forma
financial information. The financial statements and pro forma
financial information will be filed as soon as practically possible,
and no later than 60 days from the filing of this Current Report on
Form 8-K.
(a) Financial Statements of the Blood Group Business
To be furnished at a later date.
(b) Pro Forma Financial Information
To be furnished at a later date.
(c) Exhibits
To be furnished at a later date.
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SIGNATURES
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.
Date: January 13, 1997 BIOPOOL INTERNATIONAL, INC.
___________________ _________________________________
(Registrant)
/s/ Michael D. Bick, Ph.D.
_________________________________
Michael D. Bick, Ph.D.
Chief Executive Officer and
Chairman of the Board
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