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: December 17, 2004
CTD HOLDINGS, INC.
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(Exact name of registrant as specified in its charter)
Florida 0-24930 59-3029743
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(State or other Commission File No. IRS Employer Identification No.
jurisdiction of
incorporation)
27317 N.W. 78th Avenue, High Springs, Florida, 32643
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 386-454-0887
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(Former name or former address, if changed since last report)
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:
[ ] 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 (17CFR 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.
The Registrant has entered into an agreement to sell 3,500,000 common shares to
Aspatuck Holdings, Ltd. for a purchase price of $3,500 for cash. Closing is
expected to occur on December 23, 2004. The shares will be issued pursuant to
Section 4(2) of the Securities Act of 1933 and will bear a restrictive legend.
The Registrant has agreed to register the shares purchased.
Item 9.01 Financial Statements and Exhibits.
Exhibit Description Page(s)
(a)(1) The following financial statements are
filed as a part of this report:
(1) Underwriting agreement None
(2) Plan of acquisition, reorganization,
arrangement, liquidation or succession None
(4) Instruments defining the rights of
security holders, including indentures None
(16) Letter re change in certifying accountant None
(17) Letter re director resignation None
(21) Other documents or statements to security holders None
(24) Consents of Experts and Counsel None
(25) Power of Attorney None
(28) Additional Exhibits None
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 thereunto duly authorized.
Dated: December 17, 2004 CTD HOLDINGS, INC.
(Registrant)
/s/ C. E. RICK STRATTAN
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C. E. RICK STRATTAN, President, Chief
Executive Officer, and Chief Financial Officer