UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 4
TO
FORM 10
GENERAL FORM FOR REGISTRATION OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934
Universal Biosensors, Inc.
(Exact name of registrant as specified in its charter)
Delaware (State or other jurisdiction of incorporation or organization) | 98-0424072 (I.R.S. Employer Identification Number) | |
Universal Biosensors, Inc. 103 Ricketts Road, Mt Waverley, 3149, Victoria | ||
Australia | Not Applicable | |
(Address of principal executive offices) | (Zip Code) |
Telephone: +61 3 8542 9000
(Registrant’s telephone number,
including area code)
(Registrant’s telephone number,
including area code)
Securities to be registered pursuant to Section 12(b) of the Act:
None Title of each class of securities to be registered | Not applicable Name of each exchange on which each class is to be registered |
Securities to be registered pursuant to Section 12(g) of the Act:
Shares of common stock, par value US$0.0001
Title of each class of securities to be registered
EXPLANATORY NOTE
This amendment No. 4 to Form 10 is filed solely for the purpose of revising the Index to Exhibits and Exhibit 10.6 included in response to Item 15 of Form 10. The revisions reflect the fact that the Company has made an application for confidential treatment of certain portions of Exhibit 10.6.
3
ITEM 15. FINANCIAL STATEMENTS AND EXHIBITS.
(a) List separately all financial statements filed as part of the registration statement.
See page F-1 for a listing of the consolidated financial statements filed as part of this Registration Statement.*
(b) Furnish the exhibits required by Item 601 of Regulation S-K.
The following exhibits are filed as part of this Registration Statement.
Exhibit Number | Description | |
3.1* | Amended and restated articles of incorporation | |
3.2* | Amended and restated by-laws | |
10.1* | License Agreement between LifeScan and Universal Biosensors, Inc effective April 1, 2002, as amended | |
10.2** | Development and Research Agreement between LifeScan and Universal Biosensors, Inc. effective April 1, 2002, as most recently amended June 1, 2007 (which amends the Development and Research Agreement between LifeScan and Universal Biosensors, Inc. effective April 1, 2002, as amended, which was previously filed as Exhibit 10.2 of the Company’s Form 10 filed as of April 30, 2007*) | |
10.3* | Form of indemnity agreement entered into with directors of us, our chief financial officer and company secretary | |
10.4* | Lease for the premises at 103 Ricketts Rd, Mt Waverley from Jane Sergi to Universal Biosensors Pty Ltd effective May 23, 2005 | |
10.5* | Lease of premises 1 Corporate Avenue, Rowville Victoria Australia | |
10.6 | AusIndustry, R&D Start Program Agreement, effective February 25, 2005 (particular and general conditions).*** | |
10.7* | Employee Option Plan | |
10.8* | Employment agreement between Universal Biosensors Pty Ltd and Mr Salesh Balak effective November 27, 2006 | |
10.9* | Employment agreement between Universal Biosensors Pty Ltd and Mr Garry Chambers effective April 1, 2006 | |
10.10* | Employment agreement between Universal Biosensors Pty Ltd and Dr Ronald Chatelier dated April 1, 2006 | |
10.11* | Employment agreement between Universal Biosensors Pty Ltd and Dr Alastair Hodges effective April 1, 2006 | |
10.12* | Employment agreement between Universal Biosensors Pty Ltd and Mr Mark Morrisson dated July 1, 2006 | |
16.0* | Letter from KPMG | |
21.0* | List of Subsidiaries | |
* | Previously filed as an exhibit by the same number of the Company’s Form 10 filed on April 30, 2007. | |
** | Previously filed as an exhibit by the same number of the Company’s Form 10/A filed on June 12, 2007. | |
*** | The Company has made an application to the Securities and Exchange Commission for confidential treatment of portions of this exhibit. |
78
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this Amendment No. 4 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized.
Universal Biosensors, Inc. | ||||||||||
(Registrant) | ||||||||||
Date: September 19, 2007 | By: | /s/ Mark Morrisson | ||||||||
(Signature) | ||||||||||
Mr. Mark Morrisson | ||||||||||
Chief Executive Officer and Managing Director | ||||||||||
79
Exhibits
Exhibit Number | Description | |
3.1* | Amended and restated articles of incorporation | |
3.2* | Amended and restated by-laws | |
10.1* | License Agreement between LifeScan and Universal Biosensors, Inc effective April 1, 2002, as amended | |
10.2** | Development and Research Agreement between LifeScan and Universal Biosensors, Inc. effective April 1, 2002, as most recently amended June 1, 2007 (which amends the Development and Research Agreement between LifeScan and Universal Biosensors, Inc. effective April 1, 2002, as amended, which was previously filed as Exhibit 10.2 of the Company’s Form 10 filed as of April 30, 2007*) | |
10.3* | Form of indemnity agreement entered into with directors of us, our chief financial officer and company secretary | |
10.4* | Lease for the premises at 103 Ricketts Rd, Mt Waverley from Jane Sergi to Universal Biosensors Pty Ltd effective May 23, 2005 | |
10.5* | Lease of premises 1 Corporate Avenue, Rowville Victoria Australia | |
10.6 | AusIndustry, R&D Start Program Agreement, effective February 25, 2005 (particular and general conditions).*** | |
10.7* | Employee Option Plan | |
10.8* | Employment agreement between Universal Biosensors Pty Ltd and Mr Salesh Balak effective November 27, 2006 | |
10.9* | Employment agreement between Universal Biosensors Pty Ltd and Mr Garry Chambers effective April 1, 2006 | |
10.10* | Employment agreement between Universal Biosensors Pty Ltd and Dr Ronald Chatelier dated April 1, 2006 | |
10.11* | Employment agreement between Universal Biosensors Pty Ltd and Dr Alastair Hodges effective April 1, 2006 | |
10.12* | Employment agreement between Universal Biosensors Pty Ltd and Mr Mark Morrisson dated July 1, 2006 | |
16* | Letter from KPMG | |
21* | List of Subsidiaries |
* | Previously filed as an exhibit by the same number of the Company’s Form 10 filed on April 30, 2007. | ||
** | Previously filed as an exhibit by the same number of the Company’s Form 10/A filed on June 12, 2007. | ||
*** | The Company has made an application to the Securities and Exchange Commission for confidential treatment of portions of this exhibit. |