ISCO International Inc--Form 8-K

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): June 29, 2006

 

ISCO INTERNATIONAL, INC.

(Exact Name of Registrant as Specified in Charter)

 

 

DELAWARE   001-22302   36-3688459

(State or Other Jurisdiction of

Incorporation or Organization)

   (Commission File Number)  

(I.R.S. Employer

Identification Number)

 

1001 Cambridge Drive, Elk Grove Village,

ILLINOIS

   60007
(Address of Principal Executive Offices)   (Zip Code)

(847) 391-9400

(Registrant’s Telephone Number, Including Area Code)

 

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ 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 7.01. Regulation FD Disclosure.

On June 29, 2006 ISCO International, Inc. (the “Company”) closed its previously announced private placement of convertible notes (the “Notes”) pursuant to Section 4(2) of the Securities Act of 1933, as amended and Rule 506 promulgated thereunder. The Notes were issued to each of Alexander Finance, L.P., and Manchester Securities Corporation L.P. (together, the “Lenders”), pursuant to which each Lender agreed to loan the Company $2,500,000, or an aggregate of $5,000,000, in convertible debt. The Lenders, including affiliates, are the Company’s two largest shareholders. Proceeds from the financing will be used for product development and general working capital purposes.

SIGNATURES

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.

 

  ISCO INTERNATIONAL, INC.
Date: June 30, 2006   By:  

/s/ Frank Cesario

    Frank Cesario
    Chief Financial Officer