Criticare March 27, 2007 Form 8-K
AND EXCHANGE COMMISSION
TO SECTION 13 OR 15(d) OF THE
EXCHANGE ACT OF 1934
Report (Date of earliest event reported): March
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Written communications pursuant to Rule 425 under the Securities
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1 - Registrant's Business and Operations
into a Material Definitive Agreement.
March 27, 2007, Criticare Systems, Inc. (the "Company") entered into an Amended
and Restated Rights Agreement (the "Amended Rights Agreement") with LaSalle
National Association, the Company's current transfer agent, as rights agent.
Amended Rights Agreement amends the original Rights Agreement dated March 27,
1997 between the Company and Firstar Trust Company, the Company's former
transfer agent and rights agent, which was scheduled to expire on March 27,
2007. The Amended Rights Agreement amends the original Rights Agreement by:
extending the final expiration date of the rights granted under the agreement
March 27, 2017; (2) replacing the Company's rights agent with LaSalle Bank
National Association, its current transfer agent; and (3) making certain other
immaterial changes. A
the form of the Amended Rights Agreement is attached to this report as
Exhibit 4.1 and is incorporated herein by reference.
3 - Securities and Trading Markets
Modification to Rights of Security Holders.
required by this Item 3.03 of Form 8-K is disclosed above under
9 - Financial Statements and Exhibits
Statements and Exhibits.
following exhibit is filed herewith:
- Amended and Restated Rights Agreement between Criticare Systems, Inc. and
LaSalle Bank National Association dated as of March 27, 2007.
to the requirements of the Securities Exchange Act of 1934, Criticare Systems,
Inc. has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
March 27, 2007
Joel D. Knudson, Vice
President - Finance