SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities and Exchange Commission
Date of Report (Date of earliest event reported): July 1, 2002
------------
Cytyc Corporation
------------------------------------------------------
(Exact name of Registrant as specified in its charter)
85 Swanson Road, Boxborough, MA
----------------------------------------
(Address of principal executive offices)
01719
----------
(Zip Code)
(978) 263-8000
--------------------------------------------------
Registrant's telephone number, including area code
Delaware 0-27558 02-0407755
- ------------------------------ ---------------- -------------------
State or other jurisdiction of (Commission File (IRS Employer
Incorporation Number) Identification No.)
Item 5. Other Events.
On July 1, 2002, Cytyc Corporation, a Delaware corporation ("Cytyc"),
issued a press release announcing that Digene Corporation, a Delaware
corporation ("Digene"), has terminated their definitive merger agreement. Under
the terms of the merger agreement, either of Cytyc or Digene was permitted to
terminate the merger agreement if the transaction had not been consummated on or
before June 28, 2002. As previously announced, the U.S. Federal Trade Commission
last week voted to seek to block Cytyc's proposed acquisition of Digene.
The termination of the merger agreement also terminates Cytyc's previously
announced exchange offer for shares of Digene's common stock. All shares
deposited pursuant to the exchange offer with Cytyc's exchange agent, EquiServe
Trust Company, N.A., will be returned promptly.
A copy of the press release of July 1, 2002 is filed herewith as
Exhibit 99.1.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit 99.1 Press Release, dated July 1, 2002.
2
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
CYTYC CORPORATION
Date: July 1, 2002 By: /s/ Patrick J. Sullivan
------------------------
Patrick J. Sullivan
Chairman and Chief Executive Officer
3
2
EXHIBIT INDEX
Exhibit No. Description
- ----------- -----------
Exhibit 99.1 Press Release, dated July 1, 2002
4