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): January 5, 2005
BICO, INC.
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(Exact name of Registrant as specified in its charter)
Pennsylvania
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(State or other jurisdiction of incorporation)
Pennsylvania 0-10822 25-1229323
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(State or other jurisdiction (Commission File No.) (I.R.S. Employer
of incorporation) Identification No.)
One Wakonda
Dove Canyon, California, 92679
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(Address of principal executive offices) (Zip Code)
(949) 509-9858
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Registrant's telephone number, including area code
2275 Swallow Hill Road
Bldg. 2500
Pittsburgh, Pennsylvania
15220
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(Former name or former address, if changed since last report.)
Check the appropriate box below of the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events.
On January 5, 2005, BICO, Inc. announced that it had received written
confirmation that the model E3 Video WebPhone had been approved for distribution
in the United States by the U.S. Federal Communication Commission ("FCC") and
Underwriters Laboratories ("UL"). The model E3 Video WebPhone is the Company's
initial product offering which integrates voice and data applications including
access to email, the Internet and video conferencing over a standard telephone
line. In addition, the E3 is equipped with a USB port that allows users to
connect the E3 with other devices including a digital camera and a printer.
Management believes that the E3 will also provide a platform for advertisers to
target their promotions to specific market segments and gives the user means of
response and transaction fulfillment.
Pursuant to the exclusive distribution agreement between the Company and
Amstrad, the manufacturer of the E3 Video WebPhone, the Company has an exclusive
right to distribute the E3 Video WebPhone in Canada and the United States. In
order to maintain the exclusivity agreement the Company must comply with certain
conditions, among these conditions is the requirement that within 30 days of
receiving evidence of FCC and UL approvals of the North American version of the
E3, the Company must procure the issuance to Amstrad of an irrevocable letter of
credit in the amount of $3 million US dollars to support its initial order of
Video WebPhones. This letter of credit is due no later than January 24, 2005 or
the exclusivity agreement with Amstrad shall lapse. Management is currently
negotiating a credit line in order to fund the required letter of credit prior
to the expiration of the thirty day period.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
99.1 Press release of BICO dated January 5, 2005.
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.
BICO, INC.
(Registrant)
Date: January 5, 2005 By: /s/ Richard M. Greenwood
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Richard M. Greenwood
Chief Executive Officer
and President