Form 8-K for AVITAR INC /DE/
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18-Aug-2008
Entry into a Material Definitive Agreement, Completion of Acquisition or Disposit
Item 1.01 Entry into a Material Definitive Agreement. On August 5, 2008, the Company entered into an Asset Purchase Agreement for the sale of assets of its foam business to Carwild Corp. for gross proceeds of $175,000 subject to various conditions including clear title.
Item 2.01 Completion of Acquisition or Disposition of Assets. The sale of assets of the Company's foam business to Carwild Corp. for gross proceeds of $175,000, as referred to in Item 1.01 above, was closed on August 15, 2008.
Item 5.01 Changes in Control of Registrant. On August 15, 2008, all executive officers and directors resigned and Cory Gelmon was appointed as the sole officer and director of the Company effective upon the close of business August 15, 2008.
It is expected that the former executive officers will serve as consultants in connection with the proposed sale of assets of the Company's diagnostic business and the closing of certain business operations. The new management is expected to hire a Vice President of sales for the purpose of sourcing lines of diagnostic products for resale and also enter into a Joint Venture Agreement with Premier Medical to sell Nerve Conduction Velocity ("NCV") tests in specified areas.
5-May-2008
Item 8.01 Other Events. As previously reported, the Company requires significant additional financing from outside sources. At this time, the Company has been unable to obtain commitments for the necessary financing.
Without the additional financing, the Company will be required to take the necessary steps to reduce its operating costs. This will involve personnel reductions and suspending business operations. The Company intends to maintain a skeletal staff until additional financing is obtained or other arrangements are made.
From September 2005 through December 2007, the Company raised funds by executing convertible secured notes in the aggregate principal amount of $6,815,000. However, since December 31, 2007, the Company has raised only $310,000 of gross proceeds of additional financing. Although the Company has been seeking additional financing and exploring alternative sources of financing, as noted above nothing has been secured at this time.
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