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RMTI > SEC Filings for RMTI > Form 8-K on 28-Nov-2012All Recent SEC Filings

Show all filings for ROCKWELL MEDICAL, INC.

Form 8-K for ROCKWELL MEDICAL, INC.


28-Nov-2012

Unregistered Sale of Equity Securities, Financial Statements and Exhibits


Item 3.02 Unregistered Sales of Equity Securities.

On November 23, 26 and 27, 2012, Rockwell Medical, Inc. (the "Company") and the holders of warrants to purchase a total of 1,079,169 shares of Company common stock at $7.18 per share issued in the Company's November 2007 private offering (the "Private Offering Warrants") agreed to extend the expiration date for the Private Offering Warrants from November 28, 2012 to January 28, 2013. On November 22, 2012, the holder of warrants to purchase 80,000 shares of Company common stock at $10.00 per share issued to a sales agent in the November 2007 offering (the "Sales Agent Warrants") agreed to extend the expiration date for the Sales Agent Warrants from November 28, 2012 to November 28, 2013. All of the warrants became exercisable on November 28, 2008 and none have been exercised. To the extent the amendments constitute an issuance of securities, the deemed exchange of the original warrants for warrants with the modified terms for no additional consideration and without paying remuneration for soliciting such exchange was exempt under Section 3(a)(9) of the Securities Act.

The foregoing does not purport to be a complete description of the warrant amendments and is qualified in its entirety by reference to the full text of the warrant amendments, which are attached hereto as Exhibits 4.15 and 4.16 and are incorporated herein by reference.



Item 9.01 Financial Statements and Exhibits.

Exhibit number         Exhibit Description

     4.15              Form of Amendment to Common Stock Warrant, dated November 23,
                       26 or 27, 2012, amending warrants issued in private offering
                       in November 2007

     4.16              Amendment to Common Stock Warrant, dated November 22, 2012,
                       amending warrant issued to RJ Aubrey IR Services LLC in
                       November 2007

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