SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
AMENDMENT NO. 1
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
July 31, 2007
Date of report (Date of earliest event reported)
SurModics, Inc.
(Exact Name of Registrant as Specified in its Charter)
| | | | | |
| Minnesota | | 0-23837 | | 41-1356149 |
| | | | | |
| (State of Incorporation) | | (Commission File Number) | | (I.R.S. Employer
Identification No.) |
| |
9924 West 74th Street
Eden Prairie, Minnesota | | | | 55344 |
| | | | | |
| (Address of Principal Executive Offices) | | | | (Zip Code) |
(952) 829-2700
(Registrant’s Telephone Number, Including Area Code)
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 (see General Instruction A.2):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
This Amendment No. 1 to the Current Report on Form 8-K of SurModics, Inc. dated July 31, 2007 is filed for the purpose of providing the financial statements of Brookwood Pharmaceuticals, Inc. required by Item 9.01(a) of this Form and the pro forma financial information required by Item 9.01(b) of this Form.
Item 9.01Financial Statements and Exhibits
| | (a) | | Financial Statements of Business Acquired. |
The following financial statements are filed herewith:
| | • | | Audited Consolidated Financial Statements of Brookwood Pharmaceuticals, Inc. and Subsidiary as of, and for the year ended, December 31, 2006; |
| |
| | • | | Unaudited Condensed Consolidated Balance Sheet of Brookwood Pharmaceuticals, Inc. and Subsidiary as of June 30, 2007; and |
| |
| | • | | Unaudited Condensed Consolidated Income Statement and Statement of Cash Flows of Brookwood Pharmaceuticals, Inc. and Subsidiary for the six months ended June 30, 2006 and June 30, 2007. |
| | (b) | | Pro Forma Financial Information. |
The following pro forma financial information is filed herewith:
| | • | | Unaudited Combined Condensed Balance Sheet as of June 30, 2007; |
| |
| | • | | Unaudited Combined Condensed Income Statement for the year ended September 30, 2006; and |
| |
| | • | | Unaudited Combined Condensed Income Statement for the nine months ended June 30, 2007. |
| |
| | • | | Notes to Unaudited Pro Forma Combined Condensed Financial Statements. |
| | 2.1 | | Stock Purchase Agreement, dated July 31, 2007, between SurModics, Inc. and Southern Research Institute (excluding schedules and exhibits, which SurModics, Inc. agrees to furnish to the Securities and Exchange Commission upon request)* |
| |
| | 23.1 | | Consent of Warren, Averett, Kimbrough & Marino, LLC |
| |
| | 99.1 | | Press Release dated August 1, 2007* |
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| | 99.2 | | Audited Consolidated Financial Statements of Brookwood Pharmaceuticals, Inc. and Subsidiary as of, and for the year ended, December 31, 2006 |
| |
| | 99.3 | | Unaudited Condensed Consolidated Balance Sheet of Brookwood Pharmaceuticals, Inc. and Subsidiary as of June 30, 2007 and Unaudited Condensed Consolidated Income Statement and Statement of Cash Flows of Brookwood Pharmaceuticals, Inc. and Subsidiary for the six months ended June 30, 2006 and June 30, 2007 |
| |
| | 99.4 | | Unaudited Pro Forma Combined Condensed financial information of the Company as of June 30, 2007 and for the nine month period ended June 30, 2007 and the year ended September 30, 2006 |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Amendment No. 1 to be signed on its behalf by the undersigned hereunto duly authorized.
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| | SURMODICS, INC.
| |
| Date: October 15, 2007 | /s/ Philip D. Ankeny | |
| | Philip D. Ankeny | |
| | Chief Financial Officer | |
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EXHIBIT INDEX
| | | | | |
| No. | | Description | | Manner of Filing |
| | | | | |
| 2.1 | | Stock Purchase Agreement, dated July 31, 2007, between SurModics, Inc. and Southern Research Institute (excluding schedules and exhibits, which SurModics, Inc. agrees to furnish to the Securities and Exchange Commission upon request) | | Previously Filed |
| 23.1 | | Consent of Warren, Averett, Kimbrough & Marino, LLC | | Filed Electronically |
| 99.1 | | Press Release dated August 1, 2007 | | Previously Filed |
| 99.2 | | Audited Consolidated Financial Statements of Brookwood Pharmaceuticals, Inc. and Subsidiary as of, and for the year ended, December 31, 2006 | | Filed Electronically |
| 99.3 | | Unaudited Condensed Consolidated Balance Sheet of Brookwood Pharmaceuticals, Inc. and Subsidiary as of June 30, 2007 and Unaudited Condensed Consolidated Income Statement and Statement of Cash Flows of Brookwood Pharmaceuticals, Inc. and Subsidiary for the six months ended June 30, 2006 and June 30, 2007 | | Filed Electronically |
| 99.4 | | Unaudited Pro Forma Combined Condensed financial information of the Company as of June 30, 2007 and for the nine month period ended June 30, 2007 and the year ended September 30, 2006 | | Filed Electronically |
