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): August 30, 2006
Patient
Safety Technologies, Inc.
(Exact
name of registrant as specified in its charter)
|
Delaware
(State
or Other Jurisdiction
of
Incorporation)
|
333-124594
(Commission
File
Number)
|
13-3419202
(I.R.S.
Employer
Identification
Number)
|
1800
Century Park East, Ste. 200, Los Angeles, CA 90067
(Address
of principal executive offices) (zip code)
(310)
895-7750
(Registrant's
telephone number, including area code)
Marc
J.
Ross, Esq.
Sichenzia
Ross Friedman Ference LLP
1065
Avenue of the Americas
New
York,
New York 10018
Phone:
(212) 930-9700
Fax:
(212) 930-9725
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
3.02 |
Unregistered
Sales of Equity
Securities.
|
On
August
30, 2006, Patient Safety Technologies, Inc. (the “Company”) entered into a
subscription agreement (the “Agreement”) with Nobu Ventures Inc. (“Nobu”),
pursuant to which the Company sold Nobu 120,000 shares of the Company’s common
stock, $0.33 par value per share (the “Common Stock”), at a price of $1.25 per
share. The Company received gross proceeds of approximately $150,000 from the
sale of stock to Nobu. Pursuant to the Agreement, the Company granted Nobu
piggy
back registration rights to register the resale of the shares of Common Stock.
The sale was made in a private placement exempt from registration requirements
pursuant to Section 4(2) of the Securities Act of 1933, as amended, and Rule
506
promulgated thereunder.
| Item
9.01 |
Financial
Statements and Exhibits.
|
|
Exhibit
Number
|
|
Description
|
|
10.1
|
|
Subscription
Agreement dated August 30, 2006 between Patient Safety Technologies,
Inc.
and Nobu Ventures Inc.
|
SIGNATURES
Pursuant
to the requirements of the Securities and Exchange Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
| |
|
Patient Safety Technologies,
Inc. |
|
| |
|
|
|
| Dated: September 6, 2006 |
|
By:_______________________ |
|
| |
|
Name: Lynne
Silverstein |
|
| |
|
Title: President |
|