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
Date of Report: December 19, 2000
(Date of earliest event reported)
CARDIMA, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-22419 94-3177883
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
47266 Benicia Street, Fremont, California 94538
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (510) 354-0300
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
Cardima, Inc. sold a portion of its patent portfolio and related
intellectual property pertaining to intravascular sensing and signal detection
and certain guiding catheters to Medtronic, Inc. for $8,000,000 in cash,
$4,000,000 of which was paid on execution of the agreement on December 19, 2000.
The balance was paid on completion of the transfer of the property, which took
place in January 2001. Cardima received back a co-exclusive, perpetual, fully
paid license for the right to use these patents for its core business interest,
mapping and ablation. The terms of the transaction were based on arms-length
negotiations between the parties and were not based on an appraisal or any other
formal method of valuation of the property.
ITEM 7 FINANCIAL STATEMENTS AND EXHIBITS
(a) Not applicable.
(b) Unaudited pro forma financial statements of Cardima, Inc.
1. Unaudited pro forma condensed balance sheet as of September 30,
2000.
2. Since there was no effect on the historical statement of
operations for all periods, no pro forma statement of operations
was prepared.
(c) Not applicable.
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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 hereunto duly authorized.
Dated: February 21, 2001
CARDIMA, INC.
By /s/ Ronald E. Bourquin
--------------------------------
Ronald E. Bourquin
Vice President and
Chief Financial Officer
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UNAUDITED PRO FORMA CONDENSED FINANCIAL STATEMENTS
The following unaudited pro forma condensed balance sheet is presented for
illustrative purposes only. This statement is not necessarily indicative of our
financial position for future periods as assumed in this pro forma condensed
balance sheet.
The unaudited pro forma condensed balance sheet gives effect to the sale of a
portion of Cardima's patent portfolio and related intellectual property to
Medtronic, Inc. for $8,000,000 in cash and assumes the disposition of this
intellectual property took place on September 30, 2000. This disposition had no
effect on the pro forma statement of operations for the year ended December 31,
2000 or for the nine months ended September 30, 2000.
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CARDIMA, INC.
UNAUDITED PRO FORMA CONDENSED
BALANCE SHEET
(IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)
Unaudited Pro Forma Condensed Balance Sheet
As of September 30, 2000
Pro Forma
As reported Adjustments Pro Forma
----------- ----------- ---------
ASSETS
Current assets:
Cash and cash equivalents $ 1,217 $8,000 $ 9,217
Short-term investments - - -
Accounts receivable, net of allowances 307 - 307
Inventories 1,855 - 1,855
Other current assets 292 - 292
-------- -------- --------
Total current assets $ 3,671 $8,000 $ 11,671
Property and equipment, net 2,078 - 2,078
Notes receivable 494 - 494
Other assets 168 - 168
-------- -------- --------
$ 6,411 $8,000 $ 14,411
======== ======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 1,233 $ - $ 1,233
Accrued compensation and other current liabilities 841 - 841
Capital lease obligation - current portion 655 - 655
Line of credit obligation - current portion 1,379 - 1,379
-------- -------- --------
Total current liabilities $ 4,108 $ - $ 4,108
Deferred rent 18 - 18
Capital lease obligation - noncurrent portion 697 - 697
Stockholders' equity:
Common stock 71,430 - 71,430
Deferred compensation (75) - (75)
Accumulated deficit (69,767) 8,000 (61,767)
-------- -------- --------
Total stockholders' equity $ 1,588 $8,000 $ 9,588
-------- -------- --------
$ 6,411 $8,000 $ 14,411
======== ======== ========
See accompanying notes.
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CARDIMA, INC.
NOTES TO UNAUDITED PRO FORMA
CONDENSED BALANCE SHEET
NOTE -- BASIS OF PRESENTATION AND PRO FORMA ADJUSTMENT
The Cardima, Inc. ("Cardima" or the "Company") unaudited pro forma condensed
balance sheet gives effect to the sale of a portion of Cardima's patent
portfolio and related intellectual property to Medtronic, Inc. for $8,000,000 in
cash and assumes the disposition took place on September 30, 2000. It also
reflects the reduction in accumulated deficit for the entire $8,000,000, since
the related intellectual property had no carrying value on the balance sheet at
September 30, 2000.
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