Item 8.01

Other Events.

 

On November 30, 2005, Refocus Group, Inc., or the Company, effected a 1-for-2,000 reverse stock split followed by a 2,000-for-1 forward stock split of its outstanding common stock, as approved by the written consent of a majority of stockholders owning a majority of the voting stock and made effective by filing Certificates of Amendment to the Company’s Certificate of Incorporation with the Secretary of State of Delaware.

 

On December 6, 2005, the Company issued a press release announcing the completion of reverse and forward stock splits and its intention to terminate the registration of its common stock. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

 

Section 9 – Financial Statements and Exhibits

 

Item 9.01 Financial Statements and Exhibits.

 

(a)

Financial statements of businesses acquired.

 

Not applicable.

 

(b)

Pro forma financial information.

 

Not applicable.

 

(c)

Exhibits.

 

The following exhibits are furnished in accordance with the provisions of Item 601 of Regulation S-B:

 

Exhibit

Number

 

Description of Exhibit

 

 

99.1

 

 

Press release issued by the Company on December 6, 2005, announcing the completion of its reverse and forward stock splits and its intention to terminate the registration of its common stock.

 

 

 

 

 

 

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.

 

REFOCUS GROUP, INC.

 

 

Date: December 6, 2005

By:

/s/ Mark A. Cox

 

 

Name:

Mark A. Cox

 

 

Title:

Vice President and Chief Financial Officer

 

 

 

 

INDEX TO EXHIBITS

 

Exhibit

Number

 

Description of Exhibit

 

 

99.1

Press release issued by the Company on December 6, 2005, announcing the completion of its reverse and forward stock splits and its intention to terminate the registration of its common stock.