- Current report filing (8-K)
October 05 2010 - 2:43PM
Edgar (US Regulatory)
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): September 30, 2010
ProUroCare
Medical Inc.
(Exact
Name of Registrant as Specified in its Charter)
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Nevada
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000-51774
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20-1212923
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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6440 Flying Cloud Dr., Suite 101, Eden Prairie,
Minnesota 55416
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(Address
of Principal Executive Offices) (Zip Code)
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(952) 476-9093
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(Registrant’s
Telephone Number, Including Area Code)
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Not Applicable
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(Former
Name or Former Address, if Changed Since Last Report)
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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:
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o
Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
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o
Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
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o
Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
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o
Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Item
3.02 Unregistered Sales of Equity Securities
As
reported on our Current Report on Form 8-K filed September 29, 2010, on
September 28, 2010 ProUroCare Medical Inc. (the “Company”) closed on an $875,000
first tranche of an equity financing with Seaside 88, LP
(“Seaside”). The placement agent for that transaction was Lane
Capital Markets, LLC (“LCM”) of Southport, Connecticut. On September 30, 2010,
the Company issued to LCM, as a portion of the placement agent fee, 20,000
shares of common stock and warrants to acquire 140,000 shares of the Company’s
common stock. The five-year, immediately exercisable warrants have an
exercise price of $0.75 per share.
Under its
agreement with LCM, the Company is obligated to issue additional warrants to LCM
upon future closings under the Seaside financing arrangement. LCM is
to receive warrants in an amount that is 10% of the number of shares sold to
Seaside 88, at an exercise price that is 120% of the effective price paid by
Seaside.
The
issuances of the securities described above were made and will be made in
reliance upon the exemption from registration provided under Section 4(2) of the
Securities Act of 1933 based on the limited number of persons receiving the
shares, their financial sophistication and the limited manner of the
offering.
Item
5.02
Departure of Directors or
Certain Officers; Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
(e)
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On
September 30, 2010, the Compensation Committee of the Company’s Board of
Directors voted to increase the annual salary of Richard Carlson, the
Company’ Chief Executive Officer, from $150,000 to $199,200 effective July
1, 2010.
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Item
9.01 Financial Statements and Exhibits.
(a) Financial
statements: None
(b) Pro
forma financial information: None
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(c)
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Shell
Company
Transactions: None
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(d) Exhibits:
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10.1
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Form
of warrant issued to Lane Capital Markets, LLC dated September 30, 2010
(filed herewith).
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SIGNATURES
Pursuant
to the requirements of the Securities and 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.
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PROUROCARE MEDICAL
INC
.
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October
4, 2010
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By:
/s/ Richard C.
Carlson
Richard
C. Carlson
Chief
Executive Officer
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