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 8, 2003
Ohio | 000-20699 | 34-1685364 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
6150 Parkland Boulevard, Mayfield Heights, Ohio | 44124 | |
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: | (440) 443-0082 |
FORM 8-K | ||||||||
Item 5. Other Events and Required FD Disclosure. | ||||||||
SIGNATURE | ||||||||
EXHIBIT INDEX | ||||||||
EX-4.1 E-2 SHARE PURCHASE AGREEMENT | ||||||||
EX-4.2 E-2 FORM OF WARRANT FOR COMMON SHRS OF CMPY | ||||||||
EX-99.1 E-2 PRESS RELEASE |
Item 5.
|
Other Events and Required FD Disclosure | |
On August 8, 2003, DATATRAK International, Inc. (the Company)
closed a private placement to a group of five institutional
investors and several individual, accredited investors in the
aggregate principal amount of $2.4 million. The Company sold and
issued 602,500 shares of common stock at a price of $4.00 per share
and the Company received net proceeds from the offering of $2.2
million. The Company also issued warrants to purchase an amount of
common shares equal to 25,125 or 5% of certain of the shares sold
in the private placement, to three non-exclusive placement agents,
as partial compensation for their services, at an exercise price of
$4.80 and an expiration date of August 8, 2003. |
||
Copies of the documents governing these transactions are filed as
exhibits to this report and are incorporated in this report by
reference. The above description of the transactions are qualified
in their entirety by the attached documents. |
||
On August 11, 2003, the Company issued a press release announcing
the closing of the private placement which is attached to this
report as Exhibit 99.1. |
||
Item 7. |
Financial Statements, Pro Forma Financial Information and Exhibits. |
|
(c) | Exhibits. |
4.1 |
Share Purchase Agreement, dated August 6, 2003,
by and among the Company and the Purchasers named therein. |
|
4.2 |
Form of Warrant for Common Shares of the Company |
|
99.1 | Press Release of the Company, dated August 11, 2003. |
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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.
DATATRAK INTERNATIONAL, INC. | ||||
Date: August 11, 2003 | By: |
/s/ Terry C. Black |
||
Terry C. Black Vice President of Finance, Chief Financial Officer, Treasurer and Assistant Secretary |
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EXHIBIT INDEX
Exhibit | Description of Exhibit | |
4.1 |
Share Purchase Agreement, dated August 6, 2003, by
among the Company and the Purchasers named therein. |
|
4.2 |
Form of Warrant for Common Shares of the Company |
|
99.1 | Press Release of the Company, dated August 11, 2003. |
E-1