Unassociated Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): October 31, 2011
ProUroCare Medical Inc.
(Exact Name of Registrant as Specified in its Charter)
|
|
|
Nevada
|
000-51774
|
20-1212923
|
(State or other jurisdiction
|
(Commission
|
(IRS Employer
|
of incorporation)
|
File Number)
|
Identification No.)
|
|
6440 Flying Cloud Dr., Suite 101, Eden Prairie, Minnesota 55416
|
(Address of Principal Executive Offices) (Zip Code)
|
|
(952) 476-9093
|
(Registrant’s Telephone Number, Including Area Code)
|
|
Not Applicable
|
(Former Name or Former Address, if Changed Since Last Report)
|
|
|
|
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:
|
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
o 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
The disclosure under Item 2.03 below is incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of the Company
On October 31, 2011, ProUroCare Medical Inc. (the Company”) held a closing on $200,000 of 10% secured, subordinated convertible notes in a private placement. James Davis, Director, and William Reiling, a greater than 5% shareholder at the time of the transaction, each purchased $100,000 of the notes. The notes bear interest at 10% per annum, mature on September 20, 2013 and are convertible into shares of the Company’s common stock at a conversion price of $1.30 per share. The proceeds from the notes were used to retire $200,000 of secured bank debt.
Item 9.01 Financial Statements and Exhibits.
99.1
|
Form of 10% Secured, Subordinated Convertible Note issued pursuant to the Company’s private placement of promissory notes on October 31, 2011 (incorporated by reference to Exhibit 99.1 to Current Report on Form 8-K filed July 1, 2011).
|
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
|
ProUroCare Medical Inc.
|
|
|
Date: November 4, 2011 |
By /s/ Richard C. Carlson
Richard C. Carlson
Chief Executive Officer
|