SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES ACT OF 1934
Date of Report (Date of earliest event reported): DECEMBER 21, 2001
COMPUTERIZED THERMAL IMAGING, INC.
(Exact name of registrant as specified in its charter)
NEVADA 000-23955 87-0458721
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
TWO CENTERPOINT DRIVE, SUITE 450
LAKE OSWEGO, OREGON 97035
(Address of principal executive offices (Zip Code)
Registrant's telephone number, including area code:
(503) 594-1210
ITEM 5, 9. OTHER EVENTS; REGULATION FD DISCLOSURE.
On December 21, 2001, we entered into a Securities Purchase Agreement (the
"Purchase Agreement") and a Private Equity Credit Agreement (the "Equity
Agreement") with Beach Boulevard, LLC. A copy of the Purchase Agreement is
attached as Exhibit 2.1 hereto and incorporated by reference herein. A copy of
the Equity Agreement is attached as Exhibit 2.2 hereto and incorporated by
reference herein. A copy of the press release announcing the transaction is
attached as Exhibit 99.1 hereto and incorporated by reference herein.
On December 27, 2001, in response to two articles published on Bloomberg.com, we
issued a press release in the form attached as Exhibit 99.2 hereto and
incorporated by reference herein
On January 2, 2002, we received the $2.5 million in proceeds contemplated in the
Purchase Agreement. A copy of the press release announcing the receipt of such
funds is attached as Exhibit 99.3 hereto and incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
The following document is filed as an exhibit to this report on Form 8-K:
EXHIBIT NO. DESCRIPTION
2.1 Securities Purchase Agreement dated as of December 21,
2001, by and between Computerized Thermal Imaging,
Inc., a Nevada corporation, and the lender identified
therein.
2.2 Private Equity Credit Agreement dated as of
December 21, 2001, by and between Computerized Thermal
Imaging, Inc., a Nevada corporation, and the investor
identified therein.
4.1 Registration Rights Agreement by and between
Computerized Thermal Imaging, Inc., a Nevada
corporation, and the investor identified therein.
4.2 Debenture by and between Computerized Thermal Imaging,
Inc. and the lender identified therein.
4.3 Common Stock Purchase Warrant by and between
Computerized Thermal Imaging, Inc. and the holder
identified therein.
4.4 Registration Rights Agreement (Equity Agreement) by and
between Computerized Thermal Imaging, Inc., a Nevada
corporation, and the investor identified therein.
4.5 Common Stock Purchase Warrant (Equity Agreement) by and
between Computerized Thermal Imaging, Inc. and the
holder identified therein.
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99.1 Press Release dated December 21, 2001
99.2 Press Release dated December 27, 2001
99.3 Press Release dated January 4, 2002 .
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
COMPUTERIZED THERMAL IMAGING, INC.
Date: January 14, 2002
/s/ Bernard J. Brady
----------------------------------
Name: Bernard J. Brady
Title: Chief Financial Officer
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Index to Exhibits
EXHIBIT NO. DESCRIPTION
2.1 Securities Purchase Agreement dated as of December 21,
2001, by and between Computerized Thermal Imaging,
Inc., a Nevada corporation, and the lender identified
therein.
2.2 Private Equity Credit Agreement dated as of
December 21, 2001, by and between Computerized Thermal
Imaging, Inc., a Nevada corporation, and the investor
identified therein.
4.1 Registration Rights Agreement by and between
Computerized Thermal Imaging, Inc., a Nevada
corporation, and the investor identified therein.
4.2 Debenture by and between Computerized Thermal Imaging,
Inc. and the lender identified therein.
4.3 Common Stock Purchase Warrant by and between
Computerized Thermal Imaging, Inc. and the holder
identified therein.
4.4 Registration Rights Agreement (Equity Agreement) by and
between Computerized Thermal Imaging, Inc., a Nevada
corporation, and the investor identified therein.
4.5 Common Stock Purchase Warrant (Equity Agreement) by and
between Computerized Thermal Imaging, Inc. and the
holder identified therein.
99.1 Press Release dated December 21, 2001
99.2 Press Release dated December 27, 2001
99.3 Press Release dated January 4, 2002.
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