SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) - November 26, 1997
-----------------
AMERICAN ELECTROMEDICS CORP.
---------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 0-9922 04-2608713
------------------ ---------------------- --------------
(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification
Incorporation) No.)
13 Columbia Drive, Suite 18, Amherst, New Hampshire 03031
-----------------------------------------------------------------
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code - (603) 880-6300
--------------
N/A
-----------------------------------------------------------------
(Former Name or Former Address, if changed since last report)
ITEM 5. OTHER EVENTS.
As of November 3, 1997, American Electromedics Corp.
(the "Company") issued an aggregate of 720,000 shares of its
Common Stock, $.10 par value, upon the conversion of $720,000
principal amount of its 14% Convertible Subordinated Debentures
due October 31, 1999 (the "Debentures"). This represented the
entire issue of Debentures. The Company had reduced the
conversion price of the Debentures to $1.00 per share from $3.75
per share in connection with October 1997 amendments to
certain arrangements with its primary bank pursuant to a
Forbearance and Workout Agreement (see Exhibit 10.12 to the
Company's Form 10-KSB for the fiscal year ended July 31, 1997)
and its efforts to obtain additional equity capital.
As of November 26, 1997, the Company closed a private
placement of 1,030,000 shares of its Common Stock at a price of
$1.00 per share, or an aggregate purchase price of $1,030,000 to
a group of "accredited investors," as such term is defined in
Regulation D under the the Securities Act of 1933, as amended,
pursuant to Stock Purchase Agreements between the Company and the
purchasers. The Company used $150,000 of the placement proceeds
to repay portions of its bank indebtedness, and plans to use the
balance of the proceeds for working capital, and for possible
acquisitions.
As of November 26, 1997, the number of outstanding
shares of the Company's Common Stock was increased to 4,303,136
shares.
ITEM 7. EXHIBITS
(c) 10.1 Form of Stock Purchase Agreement
99. Press Release, dated December 9, 1997
-2-
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.
American Electromedics Corp.
----------------------------
(Registrant)
By: /s/ Michael T. Pieniazek
---------------------------
Michael T. Pieniazek,
President
December 10, 1997
-3-
EXHIBIT INDEX
Exhibit Description
------- -----------
10.1 Form of Stock Purchase Agreement
99. Press Release, dated December 9, 1997