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DSCI > SEC Filings for DSCI > Form 8-K on 5-Sep-2013All Recent SEC Filings

Show all filings for DERMA SCIENCES, INC.



Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement.

On September 3, 2013, Derma Sciences, Inc. (the "Company") entered into a Subscription Agreement (the "Subscription Agreement") with Comvita Limited ("Comvita"). Pursuant to the terms of the Subscription Agreement, in return for an investment of USD$7,000,000, the Company subscribed for approximately 2,300,000 new ordinary shares in the capital of Comvita, representing approximately 7.3% of Comvita's outstanding shares, at a price of NZ$3.90 per share. Comvita agreed to issue such shares to the Company on September 9, 2013 or such later date as the parties may agree. The parties further agreed that, as soon as practicable after the settlement of the purchase of the shares by the Company, Comvita shall appoint Edward J. Quilty, the President and Chief Executive Officer of the Company, as a director of Comvita.

Comvita beneficially owns shares of the Company's common stock and the Chief Executive Officer of Comvita, Brett Hewlett, is a member of the Company's Board of Directors.

The Company's press release announcing its entrance into the Subscription Agreement is attached hereto as Exhibit 99.1 and is incorporated herein by reference. A copy of the Subscription Agreement will be filed as an exhibit to the Company's upcoming Quarterly Report on Form 10-Q, and the description of the terms of the Subscription Agreement is qualified in its entirety by reference to such exhibit.

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