UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-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): April 9, 2018
Owens & Minor, Inc.
(Exact name of registrant as specified in its charter)
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| Virginia | | 1-9810 | | 54-1701843 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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| 9120 Lockwood Blvd., Mechanicsville, Virginia | | 23116 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code (804)723-7000
Not applicable
(former name or former address, if changed since last report.)
Check the appropriate box below if the Form8-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 Rule14a-12 under the Exchange Act(17-CFR240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule12b-2 of the Securities Exchange Act of 1934(§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 7.01 | Regulation FD Disclosure |
Owens & Minor, Inc. (the “Company”) has prepared an investor presentation with information about the Company and intends to use the presentation in meetings with investors on April 9, 2018 and April 10, 2018 for anon-deal road show.
A copy of the presentation is attached hereto as Exhibit 99.1 and is also available atwww.owens-minor.com under theInvestor Relations Events & Presentations section.
The information in this Current Report on Form8-K, including Exhibit 99.1, is being furnished pursuant to Item 7.01 and General Instruction B.2 thereunder and shall not be deemed to be incorporated by reference in any filing or other document under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such filing or document.
The following exhibit is furnished as part of this Current Report on Form8-K.
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Exhibit No. | | Description of Exhibit |
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| 99.1 | | Investor Presentation |
Safe Harbor Statement
This Current Report contains certain “forward-looking” statements, which are made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties that may cause the Company’s actual results in future periods to differ materially from those projected or contemplated in the forward-looking statements. Investors should refer to the Company’s Annual Report on Form10-K for the year ended December 31, 2017 filed with the Securities and Exchange Commission (the “SEC”) and current reports on Form8-K filed with or furnished to the SEC, for a discussion of certain other known risk factors that could cause our actual results to differ materially from the Company’s current estimates. Given these risks and uncertainties, the Company can give no assurance that any forward-looking statements will, in fact, transpire and, therefore, cautions investors not to place undue reliance on them. The Company specifically disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise.
Exhibit Index
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.
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| | | | OWENS & MINOR, INC. |
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| Date: April 9, 2018 | | | | By: | | /s/ Nicholas J. Pace |
| | | | Name: | | Nicholas J. Pace |
| | | | Title: | | Executive Vice President, General Counsel and Corporate Secretary and Communications |
