UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date
of Report (Date of Earliest Event Reported): July 31, 2007
Micrus Endovascular Corporation
(Exact name of registrant as specified in its charter)
000-51323
(Commission File Number)
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Delaware
(State or Other Jurisdiction of
Incorporation)
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23-2853441
(I.R.S. Employer Identification No.) |
821 Fox Lane
San Jose, California 95131
(Address of principal executive offices, including zip code)
(408) 433-1400
(Registrant’s telephone number, including area code)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
TABLE OF CONTENTS
Item 1.01. Entry Into a Material Definitive Agreement.
On July 31, 2007, Micrus Endovascular Corporation (the “Company”), entered into a
Distribution Agreement (the “Distribution
Agreement”) with Beijing Tian Xin Fu Medical
Appliance Co. LTD (“Distributor”) pursuant to which Distributor shall serve as the
Company’s exclusive distributor of implantable and disposable medical devices used in the treatment
of neurovascular diseases in the territories of The People’s Republic of China (the “PRC”).
Pursuant to the Distribution Agreement, Distributor will promote and market such products in the
PRC and is required to purchase a minimum of $53.5 million of such products over the five year term
of the agreement in order to maintain its exclusive distributor status in the PRC, ranging from
$2.5 million during the fiscal year ending March 31, 2008 to $16.5 million during the fiscal year
ending March 31, 2012. The Company will supply Distributor with its requirements for such products
and has granted Distributor a license to use certain of the Company’s trademarks in connection with
Distributor’s sale and distribution of such products in the PRC. The term of the Distribution
Agreement is five years, subject to the right of the parties to terminate earlier based upon the
occurrence of certain events.
Safe Harbor Statement
This Form 8-K and other reports filed by Registrant from time to time with the Securities and
Exchange Commission contain or may contain forward-looking statements as that term is defined in
the Private Securities Litigation Reform Act of 1995. These statements relate to future events or
Registrant’s future financial performance. In some cases, forward-looking statements can be
identified by terminology such as “may”, “will”, “should”, “intends”, “expects”, “plans”,
“anticipates”, “believes”, “estimates”, “predicts”, “potential”, or “continue”, or the negative of
these terms or other comparable terminology. Such statements reflect the current view of Registrant
with respect to future events and are subject to risks, uncertainties, assumptions and other
factors relating to Registrant’s industry, Registrant’s operations and results of operations and
any businesses that may be acquired by Registrant. Should one or more of these risks or
uncertainties materialize, or should the underlying assumptions prove incorrect, actual results may
differ significantly from those anticipated, believed, estimated, expected, intended or planned.
Although Registrant believes that the expectations reflected in the forward-looking statements
are reasonable, Registrant cannot guarantee future results, levels of activity, performance or
achievements. Except as required by applicable law, including the securities laws of the United
States, Registrant does not intend to update any of the forward-looking statements to conform these
statements with actual results.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Description |
99.1
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Press Release dated August 1, 2007 issued by Micrus Endovascular Corporation |