SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 30, 2002
ICU MEDICAL, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 0-19974 33-0022692
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
951 Calle Amanecer, San Clemente, California 92673
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(Address of principal executive offices) (Zip Code)
(949) 366-2183
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Registrant's telephone number, including area code
N/A
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(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS.
On October 30, 2002, ICU Medical, Inc. (the "Company") signed
agreements to acquire the following securities of Bio-Plexus, Inc. from ComVest
Venture Partners, L.P. and other investors:
9,695,961 shares of common stock, representing 84% of the common stock
outstanding;
1,294,785 warrants to purchase Common Stock at an exercise price of
$2.28 per share;
$2,499,999, 7% Senior Subordinated Non-convertible Promissory Notes.
The aggregate consideration to be paid for the common stock and
warrants is $6,404,667 and for the notes is $2,499,999.
The Company intends to acquire the remaining minority interest in the
near future at the same price per share.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
99. Press Release dated October 30, 2002.
SIGNATURES
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.
Date: October 31, 2002
ICU MEDICAL, INC.
/s/ Francis J. O'Brien
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Francis J. O'Brien
Secretary, Treasurer and
Chief Financial Officer