6-K 1 form6k.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------------------- F O R M 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2010 STARLIMS Technologies Ltd. (Name of Registrant) 32B Habarzel Street, Tel Aviv 69710, Israel (Address of Principal Executive Office) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F [X] Form 40-F [ ] Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [ ] Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [ ] Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes [ ] No [X] If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-_________ This Report on Form 6-K is incorporated by reference into the Registrant's Form S-8 Registration Statement File Nos. 333-146593. STARLIMS Technologies Ltd. On December 14, 2009, STARLIMS Technologies Ltd. (the "Company") entered into an Agreement and Plan of Merger with Abbott Investments Luxembourg Sarl, a company organized under the laws of Luxembourg ("Parent") and Scorpio Designated Corporation Ltd., an Israeli company and a wholly-owned subsidiary of Parent ("Merger Sub"), pursuant to which the Merger Sub will merge with and into the Company and the Company will become a wholly-owned subsidiary of Parent (the "Merger"). The Merger was approved by the Company's shareholders at an extraordinary meeting held on February 16, 2010. As a result of the Merger, each outstanding ordinary share of the Company (other than ordinary shares owned by the Company or any direct or indirect wholly-owned subsidiary of the Company and ordinary shares owned by Parent or Merger Sub) will be converted into the right to receive $14.00 in cash (without interest and less any applicable withholding tax). The Merger is expected to close on March 22, 2010, upon the issuance by the Israeli Companies Registrar of a certificate evidencing the completion of the Merger in accordance with Section 323(5) of the Israeli Companies Law. After the Merger, the Company's ordinary shares will no longer be listed for trade on the NASDAQ Global Market and Tel Aviv Stock Exchange and the registration of the Company's ordinary shares under the U.S. federal securities laws will be terminated. It is expected that the last trading day for the Company's ordinary shares on NASDAQ will be March 19, 2010 and the last trading day on the Tel Aviv Stock Exchange will be March 21, 2010. SIGNATURE 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. STARLIMS Technologies Ltd. (Registrant) By: /s/Chaim Friedman ----------------- Chaim Friedman Chief Financial Officer Date: March 19, 2010

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

F O R M 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of February 2010

STARLIMS Technologies Ltd.

(Name of Registrant)

32B Habarzel Street, Tel Aviv 69710, Israel

(Address of Principal Executive Office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F x Form 40-F o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o No x

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- __________

STARLIMS Technologies Ltd.

6-K Items

1. Press release: STARLIMS Announces Shareholder Approval of Acquisition by Abbott; dated February 16, 2010

ITEM 1

STARLIMS Announces Shareholder Approval of Acquisition by Abbott

HOLLYWOOD, Fla., Feb. 16, 2010 -- STARLIMS Technologies Ltd. (Nasdaq:LIMS ), a leading provider of laboratory information management systems (LIMS), today announced that at its special meeting of shareholders held today, STARLIMS’s shareholders approved the terms and conditions of the previously announced acquisition of STARLIMS by Abbott (NYSE: ABT), the global health care company.

The transaction is subject to customary closing conditions. Under Israeli law, at least 30 days must elapse after the approval of the acquisition by the shareholders of STARLIMS before the acquisition may become effective. STARLIMS and Abbott expect to complete the transaction by March 31, 2010.

About STARLIMS

STARLIMS Technologies Ltd. (Nasdaq:LIMS) is a leading provider of laboratory information management systems (LIMS), with over 20 years of LIMS experience. The Company's flagship product, STARLIMS®, improves the reliability of laboratory sampling processes, supports compliance with domestic and international regulations and industry standards, and provides comprehensive reporting, monitoring and analysis capabilities. STARLIMS software is used for quality assurance and control, testing and monitoring, and research and development in government, manufacturing and life sciences organizations. With operations in the United States, Canada, the United Kingdom, Israel and Hong Kong, the company serves over 500 organizations in 40 countries. For more information, please see http://www.starlims.com.

Safe Harbor for Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties which could cause the actual results, performance or achievements of the company to be materially different from those which may be expressed or implied by such statements, including, among others, changes in general economic and business conditions, changes in demand for products and services, the timing and amount or cancellation of orders, loss of market share and other risks detailed from time to time in STARLIMS's filings from time to time with the Securities and Exchange Commission. Such filings contain and identify these and other important factors that could cause actual results to differ materially from those contained in our projections or forward-looking statements. Shareholders and other readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date on which they are made. We undertake no obligation to update publicly or revise any forward-looking statement.

SIGNATURE

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.

STARLIMS Technologies Ltd. (Registrant) By: /s/ Chaim Friedman Chaim Friedman Chief Financial Officer

Date: February 16, 2010

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