Item 8.01 Other Events
On November 9, 2004, Osiris Corporation (the "Company"), and its wholly-owned subsidiary, Thomas Ventures, Inc. ("Ventures") entered into agreements with Laurus Master Funds, Ltd, a Cayman Islands corporation ("Laurus"), pursuant to which the Company sold convertible debt, an option and a warrant to purchase common stock of the Company to Laurus in a private offering pursuant to exemption from registration under Section 4(2) of the Securities Act of 1933, as amended (the "Laurus Agreement"). The Laurus Agreement was amended and supplemented from time to time and as of May 1, 2009, total indebtedness including interest owing to Valens US SP I, LLC, assignee of Laurus, amounted to approximately $73.5 million. All of such debt was secured by a pledge of the Company's assets, including the capital stock of the Company's wholly-owned subsidiaries (i) Thomas Equipment Inc. (formerly known as Thomas Equipment 2004 Inc.), organized under the laws of Canada, and (ii) Pneutech-Rousseau Inc., a corporation amalgamated under the laws of Canada (resulting from the amalgamation of Pneutech Inc., Rousseau Controls Inc. and Hydramen Fluid Power Limited) (collectively, the "Subsidiaries"). The Subsidiaries constitute substantially all of the Company's operations.
On or about September 2008, the Company stopped making required interest payments to Laurus, which constituted a default under the Laurus Agreement. On May 9, 2009, the Company received a notice dated May 7, 2009 from LV Administrative Services, Inc., as agent for the secured party. On July 8, 2009, the secured party conducted a public sale of the capital stock of the Subsidiaries and the Subsidiaries were sold in their entirety on such date.