Additional Proxy Soliciting Materials (definitive) (defa14a)
August 15 2017 - 3:03PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
14A INFORMATION
Proxy
Statement Pursuant to Section 14(a) of the
Securities
Exchange Act of 1934
Filed
by the Registrant [X]
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Filed
by a Party other than the Registrant [ ]
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Check
the appropriate box:
[ ]
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Preliminary
Proxy Statement
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[ ]
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Confidential,
for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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[ ]
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Definitive
Proxy Statement
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[X]
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Definitive
Additional Materials
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[ ]
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Soliciting
Material Pursuant to Section 240.14a-12
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AMEDICA
CORPORATION
(Name
of Registrant as Specified in Its Charter)
Commission
File Number: 001-33624
Not
Applicable
(Name
of Persons Filing Proxy Statement If Other Than the Registrant)
Payment
of Filing Fee (Check the appropriate box):
[X]
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No
fee required.
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[ ]
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Fee
computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
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of each class of securities to which transaction applies:
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unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which
the filing fee is calculated and state how it was determined):
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maximum aggregate value of transaction:
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paid previously with preliminary materials.
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box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date
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On
August 14, 2017, Amedica Corporation issued the following press release:
Amedica
Announces Adjournment of Special Meeting of Stockholders
SALT
LAKE CITY, August 14, 2017 – Amedica Corporation (Nasdaq:AMDA), an innovative medical device company that develops and commercializes
silicon nitride, announced that the special meeting of stockholders scheduled for today has been adjourned, with the adjournment
itself being the only business conducted.
The
adjournment is to allow for the solicitation of additional votes in favor of the proposal contained in the definitive proxy statement
that Amedica filed with the Securities and Exchange Commission on July 28, 2017 regarding a reverse split of the company’s common
stock. Approval of a majority of all outstanding shares of Amedica common stock is necessary for this proposal to be approved.
The
special meeting will reconvene at 9:00 a.m. local time on September 7, 2017 at the company’s offices located at 1885 West
2100 South, Salt Lake City, UT 84119. The record date for stockholders entitled to vote at the special meeting remains July 19,
2017.
During
the period of the adjournment, Amedica will continue to solicit proxies from its stockholders. Stockholders who have not already
done so are encouraged to vote - because passage of the proposal requires a majority of outstanding shares to vote in favor, unvoted
shares have the same effect as shares voted against. Stockholders who have already voted do not need to recast their votes unless
they wish to change their votes. Proxies previously submitted for the meeting will be voted as previously instructed at the reconvened
meeting unless properly revoked.
Both
leading independent proxy advisory firms - Institutional Shareholder Services Inc. and Glass Lewis & Co. LLC - have recommended
that stockholders vote in favor of the reverse split proposal.
Today’s
adjournment provides stockholders who have not yet voted an additional opportunity to do so. All stockholders are reminded that
every vote will count. Stockholders who need assistance in voting their shares or who have questions are encouraged to contact
Amedica’s proxy solicitor, Innisfree M&A Incorporated, stockholders call toll-free at (888) 750-5834 and banks and brokers
may call collect at (212) 750-5833.
About
Amedica Corporation
Amedica
is the only manufacturer of medical grade silicon nitride - an innovative biomaterial technology ideal for use in spinal fusion
and across a variety of medical applications. The Company’s products are manufactured in its ISO 13485 certified manufacturing
facility located in Salt Lake City, Utah. Amedica’s FDA-cleared and CE-marked spine products are currently marketed in the U.S.
and select markets in Europe and South America through its distributor network.
For
more information
on Amedica or its silicon nitride material platform, please visit
www.amedica.com.
Forward-Looking
Statements
This
press release contains statements that constitute forward-looking statements within the meaning of the Securities Act of 1933
and the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995. Such statements are
subject to risks and uncertainties that could cause actual results to differ materially from those contemplated within this press
release. A description of those risks can be found in Amedica’s Risk Factors disclosure in its Annual Report on Form 10-K, filed
with the Securities and Exchange Commission (SEC) on March 23, 2016, and in Amedica’s other filings with the SEC. Amedica disclaims
any obligation to update any forward-looking statements.
Contacts:
Amedica
IR
801-839-3502
IR@amedica.com
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