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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
/X/ Annual report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the fiscal year ended JUNE 30, 1995, or
/ / Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from_____________ to _______________
Commission file number: 0-10640
COLLAGEN CORPORATION
(Exact name of Registrant as specified in its charter)
DELAWARE 94-2300486
(State or other (I.R.S. Employer
jurisdiction of Identification No.)
incorporation or
organization)
2500 FABER PLACE, PALO ALTO, CA 94303
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (415) 856-0200
Securities registered pursuant to Section 12(b) of the Act: NONE
Securities registered pursuant to Section 12(g) of the Act: COMMON STOCK, $.01
PAR VALUE
(Title of class)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 month ( or such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. YES X NO
----- -----
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K. /X/
The aggregate market value of the voting stock held by non-affiliates of the
Registrant, based upon the closing price of the Common Stock on September 1,
1995 in the Nasdaq National Market, was approximately $120,941,818. Shares of
Common Stock held by each officer and director and by each person who owns 5%
or more of the outstanding Common Stock have been excluded in that such persons
may be deemed to be affiliates. This determination of affiliate status is not
necessarily a conclusive determination for other purposes.
As of September 1, 1995, Registrant had 8,970,732 shares of Common Stock
outstanding.
Parts of the following documents are incorporated by reference to Parts I, II,
III and IV of this Form 10-K Report: (1) Proxy Statement for Registrant's 1995
Annual Meeting of Stockholders, and (2) Form 10-K Annual Report for the fiscal
year ended March 31, 1995 of Registrant's unconsolidated affiliate, Target
Therapeutics, Inc.
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The undersigned Registrant hereby amends the following items, financial
statements, exhibits or other portion of its Annual Report on Form 10-K for the
fiscal year ended June 30, 1995, as set forth below.
The Registrant is amending Item 14(a)(3) to refile the following revised
versions of exhibits originally filed with the Registrant's Form 10-K:
Item 14(a)(3) Exhibits
Exhibit
Number Notes Description
------ ----- -----------
10.71 ** License, Supply and Option Agreement, dated March 24,
1995 by and between LipoMatrix, Incorporated and
Registrant.
10.72 ** Distributor Agreement dated March 24, 1995 by and
between LipoMatrix, Incorporated and Registrant.
10.73 ** Coordination Agreement dated March 24, 1995, by and
between LipoMatrix Incorporated and Registrant's
wholly owned subsidiary, Collagen International
Incorporated.
_____________________
** Confidential treatment is requested for a portion of this document.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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
COLLAGEN CORPORATION
/s/ Gary S. Petersmeyer
-----------------------------
Gary S. Petersmeyer
President and
Chief Operating Officer
Dated: December 1, 1995
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Pursuant to the requirements of the Securities Exchange Act of 1934, this
Report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.
Signature Title Date
- --------------------------------------------------------------------------------------------------------------------------
/s/ Howard D. Palefsky* Chairman of the Board of Directors and Chief
----------------------- Executive Officer (Principal Executive December 1, 1995
Howard D. Palefsky Officer)
/s/ Gary S. Petersmeyer President, Chief Operating Officer, and
----------------------- Director December 1, 1995
Gary S. Petersmeyer
/s/ David J. Foster Vice President and Chief Financial Officer
------------------- (Principal Financial and Accounting Officer) December 1, 1995
David J. Foster
/s/ Anne L. Bakar*
------------------
Anne L. Bakar Director December 1, 1995
/s/ John R. Daniels*
--------------------
John R. Daniels, M.D. Director December 1, 1995
/s/ William G. Davis*
---------------------
William G. Davis Director December 1, 1995
/s/ Reid W. Dennis*
-------------------
Reid W. Dennis Director December 1, 1995
/s/ Craig W. Johnson*
---------------------
Craig W. Johnson, Esq. Director December 1, 1995
/s/ Terry R. Knapp M.D.*
------------------------
Terry R. Knapp, M.D. Director December 1, 1995
/s/ Michael F. Mee*
-------------------
Michael F. Mee Director December 1, 1995
/s/ Rodney Perkins*
-------------------
Rodney Perkins, M.D. Director December 1, 1995
____________________________
Cornelius W. Pettinga, Ph.D. Director 1995
/s/ Roger H. Salquist*
----------------------
Roger H. Salquist Director December 1, 1995
* By: /s/ David J. Foster
-----------------------------------
(David J. Foster, Attorney-in-Fact)
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COLLAGEN CORPORATION
FORM 10-K/A ANNUAL REPORT FOR THE YEAR ENDED JUNE 30, 1995
INDEX TO EXHIBITS
Sequentially
Exhibit Numbered
Number Exhibit Page
- -------------------------------------------------------------------------------------------------------------
10.71** License, Supply and Option Agreement, dated March 24, 1995 by and between
LipoMatrix, Incorporated and Registrant.
10.72** Distributor Agreement dated March 24, 1995 by and between LipoMatrix,
Incorporated and Registrant.
10.73** Coordination Agreement dated March 24, 1995, by and between LipoMatrix
Incorporated and Registrant.
__________________________________
** Confidential treatment is requested for a portion of this document.
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