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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K/A
(Amendment No. 2)
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): September 20, 2005
 
Micrus Endovascular Corporation
(Exact name of registrant as specified in its charter)
000-51323
(Commission File Number)
     
Delaware   23-2853441
(State or Other Jurisdiction of   (I.R.S. Employer Identification No.)
Incorporation)    
821 Fox Lane
San Jose, California 95131

(Address of principal executive offices, with 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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


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Item 2.01 Completion of Acquisition or Disposition of Assets
Item 9.01. Financial Statements and Exhibits.
SIGNATURES
Exhibit Index
EXHIBIT 23.1
EXHIBIT 99.1
EXHIBIT 99.2


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Item 2.01 Completion of Acquisition or Disposition of Assets
     As previously reported, Micrus Endovascular Corporation (the “Company” or “Micrus Endovascular”), completed its acquisition of the entire issued share capital of Neurologic UK Limited, a company incorporated under the laws of England and Wales (“Neurologic”) on September 20, 2005. On September 26, 2005, the Company filed a current report on Form 8-K disclosing the completion of the acquisition. As permitted under Item 9.01 of Form 8-K, the financial statements of Neurologic and the pro forma financial information were omitted.
     The Company filed Amendment No. 1 to the current report on Form 8-K filed on September 26, 2005 to include the previously omitted financial statements and pro forma financial information.
     This Amendment No. 2 to the current report on Form 8-K filed September 26, 2005 is being filed to update previously filed financial statements and pro forma information to reflect the most current information.
Item 9.01. Financial Statements and Exhibits.
(a)   Financial Statements of Business Acquired.
     The unaudited financial statements of Neurologic as of and for the six months ended June 30, 2004 and 2005 are attached hereto as Exhibit 99.1 and are incorporated herein by reference.
(b)   Pro Forma Financial Information.
     Unaudited pro forma condensed combined financial statements, including unaudited pro forma condensed combined statements of operations for the year ended March 31, 2006, and notes to the unaudited pro forma condensed combined financial statements, are attached hereto as Exhibit 99.2 and are incorporated herein by reference. The unaudited pro forma condensed combined statements of operations give effect to the acquisition as if it had occurred on April 1, 2005. This information is not necessarily indicative of the results that actually would have been attained if the acquisition had occurred on the date specified nor is it intended to project Micrus Endovascular’s results of operations or financial position for any future period or date. Such information should be read in conjunction with the historical consolidated financial statements of the Company.
(c)   Exhibits.
     
Exhibit  
Description
23.1
  Consent of Independent Accountants
 
   
99.1
  Unaudited interim financial statements listed in Item 9.01(a) above
 
   
99.2
  Pro forma financial information listed in Item 9.01(b) above

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SIGNATURES
     Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
  MICRUS ENDOVASCULAR CORPORATION
 
 
Date: June 16, 2006  By:   /s/ Robert A. Stern  
    Name:   Robert A. Stern   
    Title:   Executive Vice President, Chief Financial Officer and Secretary   

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Exhibit Index
     
     
Exhibit  
Description
23.1
  Consent of Independent Accountants
 
   
99.1
  Unaudited interim financial statements listed in Item 9.01(a) above
 
   
99.2
  Pro forma financial information listed in Item 9.01(b) above