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EX-99.1 - EX-99.1 - OMNI BIO PHARMACEUTICAL, INC.d349863dex991.htm

 

 

UNITED STATES

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):

May 9, 2012

 

 

Omni Bio Pharmaceutical, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Colorado   000-52530   20-8097969

(State or other jurisdiction of

incorporation or organization)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

5350 South Roslyn, Suite 430, Greenwood Village, CO   80111
(Address of principal executive offices)   (Zip Code)

(303) 867-3415

(Registrant’s telephone number, including area code)

(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:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ 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.

On May 9, 2012, Omni Bio Pharmaceutical, Inc. (the “Company”) entered into a Stock Repurchase Agreement with BioMimetix Pharmaceutical, Inc. (“BioMimetix”), pursuant to which BioMimetix repurchased 62,500 shares of its common stock from the Company for cash of $500,000 or $8.00 per share (the “Transaction”), which was the original purchase price paid by the Company for BioMimetix’s common stock in July 2011. Following the Transaction, the Company continues to own 187,500 shares of BioMimetix’s common stock.

BioMimetix is a privately-held, development stage company that the Company invested $2.0 million of cash into in July 2011 in exchange for 250,000 shares of BioMimetix common stock. James Crapo, the Company’s chief executive officer, is also the chief executive officer and largest shareholder of BioMimetix.

The Company anticipates using the net proceeds from the Transaction for its working capital requirements.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

99.1 Stock Repurchase Agreement between Omni Bio Pharmaceutical, Inc. and BioMimetix Pharmaceutical, Inc., dated May 9, 2012

 

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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.

 

    Omni Bio Pharmaceutical, Inc.
Date: May 10, 2012    
    By:   /s/ Robert C. Ogden
      Robert C. Ogden
      Chief Financial Officer

 

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Exhibit Index

 

Exhibit No.

  

Description

99.1    Stock Repurchase Agreement between Omni Bio Pharmaceutical, Inc. and BioMimetix Pharmaceutical, Inc., dated May 9, 2012
 

 

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