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): March 6, 2002 ------------- INVERNESS MEDICAL INNOVATIONS, INC. -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 001-16789 04-3565120 -------------------------------------------------------------------------------- (State or other jurisdiction) (Commission (IRS Employer of incorporation) File Number) Identification No.) 51 Sawyer Road, Suite 200, Waltham, MA 02453 -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (781) 647-3900 ----------------------------- Not Applicable -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events. ------------ On March 6, 2002, we received $20.75 million in proceeds from the sale, in a private placement, of additional shares of our Series A Convertible Preferred Stock, par value $.001 per share. A copy of our press release dated March 6, 2002 announcing the sale is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference. For additional information regarding the identities of the purchasers of the additional shares of Series A Convertible Preferred Stock and the amounts of funds provided by the purchasers, see the signature pages dated March 6, 2001 to the Stock Purchase Agreement attached hereto as Exhibit 99.2, which information is incorporated herein by reference. -2- Item 7. Financial Statements and Exhibits. --------------------------------- (c) Exhibits Number Title ------ ----- 99.1 Press Release dated March 6, 2002, entitled "Inverness Medical Innovations, Inc. Closes $20M Private Placement of Convertible preferred stock" 99.2 Stock Purchase Agreement, dated as of December 14, 2001, between Inverness Medical Innovations, Inc. and the investors named therein 99.3* Certificate of Designation, Preferences and Rights of Series A Convertible Preferred Stock of Inverness Medical Innovations, Inc. ------------- * incorporated herein by reference to the similarly named document filed as Exhibit 99.2 to our Current Report on Form 8-K dated December 20, 2001, as amended. -3- 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. INVERNESS MEDICAL INNOVATIONS, INC. Dated: March 14, 2002 By: /s/ DUANE JAMES --------------------------------------- Duane James Vice President of Finance and Treasurer -4- EXHIBIT INDEX Number Title ------ ----- 99.1 Press Release dated March 6, 2002, entitled "Inverness Medical Innovations, Inc. Closes $20M Private Placement of Convertible preferred stock" 99.2 Stock Purchase Agreement, dated as of December 14, 2001, between Inverness Medical Innovations, Inc. and the investors named therein -5-