UNITED STATES
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): February 25, 2005
VITAL SIGNS, INC.
(Exact Name of Registrant as Specified in its Charter)
New Jersey 0-18793 11-2279807
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(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
20 Campus Road, Totowa, New Jersey 07512
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (973) 790-1330
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] 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 1.01 Entry into a Material Definitive Agreement
On February 25, 2005 Vital Signs, Inc. ("VITL") entered into an agreement
to purchase for $10,000,000 certain assets of Baxter Healthcare Corporation's
disposable airway management device business. Pursuant to this agreement Baxter
Healthcare Corporation will provide certain transition services. Closing of the
transaction occurred on March 2, 2005.
Item 9.01 Financial Statements and Exhibits
A copy of the press release announcing this transaction is being
furnished as Exhibit 99.1 to this Current Report on Form 8-K.
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SIGNATURE
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.
VITAL SIGNS, INC.
By: /s/ Jay Sturm
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Name: Jay Sturm
Title: Secretary
Dated: March 3, 2005
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EXHIBIT INDEX
Exhibit No. Description
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99.1 Press release, dated March 2, 2005
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