Exactech 8-K 2008
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934
Date of Report (Date of earliest event reported): May 8, 2008
(Exact Name of Registrant as Specified in Its Charter)
2320 NW 66th Court
Gainesville, Florida 32653
(Address of Principal Executive Office)
Registrants telephone number, including area code (352) 377-1140
(Former Name or Former Address, if Changed Since Last Report)
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:
Item 8.01. Other Events
On April 10, 2008, the Securities and Exchange Commission (the Commission) declared effective the Registration Statement on Form S-3 (File No. 333-150055) of Exactech, Inc. (the Company) filed on April 2, 2008, with the Commission (the Registration Statement). The Registration Statement permits the Company to issue, in one or more offerings, shares of common stock, shares of preferred stock, and warrants at an aggregate initial offering price not to exceed $100,000,000.
On May 8, 2008, the Company entered into a placement agency agreement (the Placement Agency Agreement) with each of Thomas Weisel Partners LLC, Canaccord Adams Inc., Robert W. Baird & Co. Incorporated and Noble Financial Capital Markets (together, the Placement Agents), pursuant to which the Placement Agents have agreed to act as the Companys placement agents in connection with an offering of up to 877,391 shares of the Companys common stock (the Offering) under the Registration Statement.
In connection with the Placement Agency Agreement and the Offering, the Company is filing as exhibits to this Current Report on Form 8-K the following documents:
On May 9, 2008, the Company announced that it had entered into definitive agreements with certain institutional investors to sell 877,391 shares of common stock at a purchase price of $23.00 per share, for an aggregate purchase price of approximately $20.2 million. The Company expects that the net proceeds of the Offering will be approximately $18.8 million after deducting the placement agency fees and all estimated offering expenses that are payable by the Company.
A copy of the Placement Agency Agreement is attached hereto as Exhibit 1.1 and is incorporated herein by reference. The foregoing description of the Placement Agency Agreement does not purport to be complete and is qualified in its entirety by reference to such exhibit. The Companys press release announcing the Offering is filed as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
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.