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):
MAY 20, 1999
ABATIX CORP.
(Exact name of registrant as specified in its charter)
State of Delaware 1-10184 75-1908110
(State of Incorporation) (Commission File No.) (IRS Employer Identification No.)
8311 Eastpoint Drive, Suite 400, Dallas, Texas 75227
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (214) 381-1146
ABATIX ENVIRONMENTAL CORP.
(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. OTHER EVENTS
At the annual stockholders' meeting on May 20, 1999, the stockholders approved
the change of the name of the Company from Abatix Environmental Corp. to Abatix
Corp. On May 26, 1999, a Certificate of Amendment of Certificate of
Incorporation was filed with the State of Delaware to affect this name change.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
(1)(a) Form of Underwriting Agreement (filed as Exhibit (1)(a) to the
Registration Statement on Form S-18, filed February 9, 1989).
(1)(b) Form of Selected Dealer Agreement (filed as Exhibit (1)(b) to the
Registration Statement on Form S-18, filed January 11, 1989).
(1)(c) Warrant Solicitation Agent and Exercise Fee Agreement (filed as
Exhibit (l)(c) to the Report on Form 10-K for the year ended December 31,
1989).
(2)(a) Agreement of Merger (filed as Exhibit (2) to the Registration
Statement on Form S-18, filed January 11, 1989).
(2)(b) Asset Purchase Agreement (filed as Exhibit (2)(b) to the Report on
Form 8-K, filed October 19, 1992).
(2)(c) Asset Purchase Agreement for Keliher Hardware Company (filed as
Exhibit (2)(c) to the Report on Form 10-K for the year ended December 31,
1998).
(3)(a)(4) Certificate of Amendment of Certificate of Incorporation. *
(4)(a) Specimen Certificate of Common Stock (filed as Exhibit (4)(a) to the
Registration Statement on Form S-18, filed January 8, 1989).
(4)(b) Specimen of Redeemable Common Stock Purchase Warrant (filed as
Exhibit (4)(b) to the Registration Statement on Form S-18, filed February
9, 1989).
(4)(c) Form of Warrant to be sold to Culverwell & Co., Inc. (filed as
Exhibit (4)(c) to the Registration Statement on Form S-18, filed February
9, 1989).
(4)(d) Warrant Agency Agreement between the Registrant and North American
Transfer Company (filed as Exhibit (4)(d) to the Registration Statement on
Form S-18, filed February 9, 1989).
* Filed herewith as part of the Company's electronic filing.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ABATIX CORP.
Date: June 15, 1999 By: /s/ FRANK J. CINATL
Name: Frank J. Cinatl
Title: Vice President and Chief Financial Officer
(Principal Accounting Officer)
CERTIFICATE OF AMENDMENT
TO THE
CERTIFICATE OF INCORPORATION
OF
ABATIX ENVIRONMENTAL CORP.
Pursuant to the provisions of Section 242 of the Delaware General
Corporation Law, the undersigned Corporation hereby adopts the following
Certificate of Amendment to its Certificate of Incorporation.
ARTICLE ONE
The name of the Corporation is Abatix Environmental Corp. (the
"Corporation").
ARTICLE TWO
The following amendments to the Corporation's Certificate of
Incorporation, which was filed in the office of the Secretary of the State of
Delaware on December 5, 1998, and amended by that certain Certificate of
Amendment to Certificate of Incorporation which was approved by the Directors
and Shareholders of the Corporation on January 6, 1989, were adopted by the
Directors as of May 20, 1999 and the Shareholders as of May 20, 1999:
Section "FIRST" of the Corporation Certificate of Incorporation shall
be deleted in its entirety and in its place and stead shall be inserted the
following provision:
FIRST: The name of the corporation (hereinafter called the "corporation")
is ABATIX CORP.
ARTICLE THREE
All other provisions of the Certificate of Incorporation of the
Corporation, as amended, shall remain in full force and effect.
ARTICLE FOUR
The number of shares of the Corporation outstanding at the time of such
adoption was One Million Seven Hundred Sixty-Two Thousand One Hundred
Forty-Eight (1,762,148), and the number of shares entitled to vote thereon was
One Million Seven Hundred Sixty-Two Thousand One Hundred Forty-Eight
(1,762,148).
ARTICLE FIVE
The holders of One Million Seven Hundred Sixty-Two Thousand Forty-Eight
(1,762,048) shares outstanding and entitled to vote on said amendment have voted
for adopting said amendment.
EXECUTED to be effective as of the 26th day of May, 1999.
ABATIX ENVIRONMENTAL CORP.,
A DELAWARE CORPORATION.
By:/s/ Terry W. Shaver
Terry W. Shaver, President
