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EX-10.2 - EX-10.2 - BIOJECT MEDICAL TECHNOLOGIES INCd593642dex102.htm
EX-10.1 - EX-10.1 - BIOJECT MEDICAL TECHNOLOGIES INCd593642dex101.htm

 

 

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): August 28, 2013

 

 

BIOJECT MEDICAL TECHNOLOGIES INC.

(Exact name of registrant as specified in its charter)

Commission File Number: 0-15360

 

 

 

Oregon   93-1099680

(State or other jurisdiction

of incorporation or organization)

  (I.R.S. Employer
Identification No.)

7180 SW Sandburg St., Ste. 100

Tigard, Oregon

  97223
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (503) 692-8001

Former name or former address if changed since last report:

No Change

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 1.01 Entry into a Material Definitive Agreement

On August 28, 2013, Bioject Medical Technologies Inc. (“Bioject”) sold to Mark Logomasini (the “Purchaser”) a Senior Secured Bridge Promissory Note in the amount of $120,000 (the “Note”). The Note is secured by all the intellectual property of Bioject and its wholly owned subsidiary Bioject Inc. Mr. Logomasini is Bioject’s President and Chief Executive Officer and a director. The Note bears interest at the rate of 10% per year with all principal and interest due on or before December 31, 2014, provided that the Note will be prepaid if Bioject can do so but still have adequate cash to fund its ongoing operations for the then forseeable future.

 

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

 

  (a) See Item 1.01 Entry into a Material Definitive Agreement.

 

Item 9.01 Financial Statements and Exhibits

 

  (d) Exhibits

The following exhibits are filed herewith and this list is intended to constitute the exhibit index:

 

10.1    Senior Secured Bridge Promissory Note dated August 28, 2013 issued by Bioject Medical Technologies Inc. to Mr. Logomasini.
10.2    Intellectual Property Security Agreement dated August 28, 2013 between Bioject Medical Technologies Inc., Bioject Inc. and Mr. Logomasini.

 

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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 hereunto duly authorized.

 

Date: August 30, 2013     BIOJECT MEDICAL TECHNOLOGIES INC.
    (Registrant)

 

    /s/ CHRISTINE M. FARRELL
    Christine M. Farrell
    Vice President of Finance
    (Principal Financial and Accounting Officer)

 

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