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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): March 24, 1997
CHAD THERAPEUTICS, INC.
(Exact name of the Registrant as specified in its charter)
California 0-11363 95-3792700
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer Identification No.)
incorporation or organization)
21622 Plummer Street, Chatsworth, California 91311
(Address of the Registrant's principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (818) 882-0883
NONE
(Former name or former address, if changed since last report.)
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ITEM 5. OTHER EVENTS
On March 24, 1997, the Board of Directors of Chad Therapeutics, Inc. (the
"Company") declared a dividend distribution of one Right for each outstanding
share of the Company's Common Stock. The distribution will be made to
shareholders of record at the close of business on May 5, 1997. The description
and terms of the Rights are set forth in a Rights Agreement (the "Rights
Agreement") between the Company and American Stock Transfer & Trust Company, as
Rights Agent. A copy of the Rights Agreement is being filed with the Securities
and Exchange Commission as an Exhibit to the Company's Registration Statement on
Form 8-A and is available free of charge from the Company. This abbreviated
description of the Rights does not purport to be complete and is qualified in
its entirety by reference to the Rights Agreement, which is incorporated herein
by this reference.
Reference is made to the News Release, dated April 24, 1997, issued by the
Company announcing the distribution of the Rights, a copy of which is attached
as an Exhibit hereto and incorporated herein by this reference.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements. None.
(b) Pro Forma Financial Information. None.
(c) Exhibits.
1. Rights Agreement, dated as of March 24, 1997, between Chad
Therapeutics, Inc. and American Stock Transfer & Trust Company, as
Rights Agent, including the form of Rights Certificate and the
Summary of Rights attached thereto as Exhibits A and B,
respectively.*
2. News Release, dated April 24, 1997, issued by Chad
Therapeutics, Inc. announcing the adoption of a Share Purchase
Rights Plan by the Board of Directors of Chad Therapeutics, Inc.
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* Incorporated by reference to Exhibit 1 to the Registrant's Registration
Statement on Form 8-A filed on April 30, 1997.
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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.
CHAD THERAPEUTICS, INC.
a California corporation
Date: April 25, 1997 By: /s/ Charles R. Adams
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Name: Charles R. Adams
Title: Chief Executive Officer
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EXHIBIT INDEX
Exhibit Sequential
No. Exhibit Page No.
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1. Rights Agreement, dated as of March 24, 1997, between Chad -
Therapeutics, Inc. and American Stock Transfer & Trust Company,
as Rights Agent, including the form of Rights Certificate and the
Summary of Rights attached thereto as Exhibits A and B,
respectively.**
2. News Release, dated April 24, 1997, issued by Chad Therapeutics, 6
Inc. announcing the adoption of a Share Purchase Rights Plan by the
Board of Directors of Chad Therapeutics, Inc.
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** Incorporated by reference to Exhibit 1 to the Registrant's Registration
Statement on Form 8-A filed on April 30, 1997.
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