- Current report filing (8-K)
June 05 2012 - 5:29PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June
5, 2012
MAKO Surgical Corp.
(Exact name of registrant as
specified in its charter)
Delaware
|
001-33966
|
20-1901148
|
(State or other jurisdiction of
incorporation)
|
(Commission File Number)
|
(I.R.S. Employer Identification No.)
|
2555 Davie Road
Fort Lauderdale, Florida 33317
(Address of principal executive
offices and zip code)
Registrant’s telephone number, including area code:
(954) 927-2044
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:
☐
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
|
☐
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
|
☐
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
|
☐
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
Item 8.01
.
|
Other Events
.
|
MAKO Surgical Corp. (the “Company”) is filing
certain exhibits as part of this Current Report on Form 8-K in connection with its filing with the Securities and Exchange
Commission of a prospectus, dated June 5, 2012 (the “Prospectus”), relating to the resale from time to time by
the selling stockholders named therein of 275,000 shares of the Company’s common stock, par value $0.001 per share (the
“Offering Shares”). The Prospectus forms a part of, and the sale of Offering Shares is registered under, the
Company’s Registration Statement on Form S-3 (Registration No. 333-181277). See “Item 9.01. Financial
Statements and Exhibits.”
The Offering Shares are issuable upon the
exercise or redemption of warrants held by the selling stockholders that were issued in connection with the execution of a
Facility Agreement dated May 7, 2012, by and among the Company, Deerfield Private Design Fund II, L.P. and Deerfield Private
Design International II, L.P., the selling stockholders who we collectively refer to as the Deerfield Funds. Under the terms
of the Facility Agreement, the Company has the flexibility, but is not required, to draw down on the Facility Agreement in
$10 million increments at any time until May 15, 2013. The warrants were issued by the Company to the Deerfield Funds
on May 7, 2012 and are exercisable for up to an aggregate of 275,000 shares of common stock, for a period of seven years from
the date of issuance at a per share exercise price of $27.70.
Item 9.01
.
|
Financial Statements and Exhibits
.
|
|
|
|
(a)
|
Not applicable.
|
|
|
|
|
(b)
|
Not applicable.
|
|
|
|
|
(c)
|
Not applicable.
|
|
|
|
|
(d)
|
Exhibits
. The following exhibits are being filed herewith:
|
|
|
|
|
|
|
(5.1)
|
Opinion of Foley & Lardner LLP, dated June 5, 2012.
|
|
|
|
|
|
|
(23.1)
|
Consent of Foley & Lardner LLP (contained in Exhibit (5.1) hereto)
|
SIGNATURES
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.
|
MAKO SURGICAL CORP.
|
|
|
|
|
|
|
Date: June 5, 2012
|
By:
|
/s/ Menashe R. Frank
|
|
|
Menashe R. Frank
Senior Vice President,
General Counsel and Secretary
|
MAKO SURGICAL CORP.
Exhibit Index to Current Report on Form 8-K
Dated
June
5, 2012
Exhibit
Number
|
|
|
|
(5.1)
|
Opinion of Foley & Lardner LLP, dated June 5, 2012.
|
|
|
(23.1)
|
Consent of Foley & Lardner LLP (contained in Exhibit (5.1) hereto).
|
Mako Surgical Corp. (MM) (NASDAQ:MAKO)
Historical Stock Chart
From Jul 2024 to Aug 2024
Mako Surgical Corp. (MM) (NASDAQ:MAKO)
Historical Stock Chart
From Aug 2023 to Aug 2024