Universal Display Corp. Form 8-K Summary
Business Context and Reporting Period
This Current Report (Form 8-K) was filed by Universal Display Corporation on December 21, 2005, covering events occurring in the fourth quarter of 2005, specifically culminating on December 15, 2005.
Key Financial Metrics
The filing does not provide data on revenue, profit, cash flow, margins, debt, or liquidity. The report focuses exclusively on a specific equity transaction.
- Shares Issued: 552,307 shares of common stock.
- Transaction Type: Warrant exercises by existing investors.
- Exercise Price: $10.00 per share.
- Outstanding Shares (Dec 15, 2005): 29,244,223 shares.
- Threshold Triggered: Issuance exceeded 1% of outstanding shares.
Material Changes
The material change reported is the expiration of warrants issued in 2000 in connection with a private placement. On December 15, 2005, the aggregate number of shares issued upon exercise surpassed the 1% reporting threshold. Any warrants with this expiration date that were not exercised have expired.
Guidance, Outlook, and Risks
The filing contains no management commentary, forward-looking guidance, or discussion of risks and contingencies. The transaction was executed in reliance on the exemption from registration under Section 4(2) of the Securities Exchange Act of 1934.
Investor Verification Checklist
- Verify the total number of shares outstanding post-transaction to confirm the 1% threshold calculation.
- Confirm that no warrants remain outstanding from the 2000 private placement with a December 15, 2005 expiration.
- Review the company's 10-K or 10-Q for the fourth quarter of 2005 to assess the impact of the $5.52 million in gross proceeds (552,307 shares x $10.00) on cash flow and equity.