form8k.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 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, 2008
AngioDynamics,
Inc.
(Exact
Name of Registrant as Specified in Charter)
Delaware
|
000-50761
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11-3146460
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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603
Queensbury Avenue, Queensbury, New York
12804
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(Address of Principal Executive
Offices)
(Zip
Code)
|
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(518)
798-1215
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(Registrant’s
telephone number, including area
code)
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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
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2 (b))
|
o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4 (c))
|
Item
2.02 – Results of Operations and Financial Condition.
On June 5, 2008, AngioDynamics, Inc.
(the “Company”) issued a press release, a copy of which is attached as Exhibit
99.1, announcing its preliminary net sales for its fiscal fourth quarter and
fiscal year 2008. The Company expects to release financial results
for the fiscal fourth quarter and fiscal year 2008 after the close of the
financial markets on July 24 and will host an investment community conference
call on the same day.
The
information set forth in Item 2.02 of this Form 8-K (including Exhibit 99.1)
shall not be deemed “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the Exchange Act), or incorporated by
reference in any filing under the Securities Act of 1933, as amended, or the
Exchange Act, except as shall be expressly set forth by specific reference in
such a filing.
Item
5.02 - Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On
June 5, 2008, John Soto resigned from his position as Senior Vice President of
Global Sales, effective June 6, 2008.
Forward-Looking
Statements
This
document and its attachments include "forward-looking statements" intended to
qualify for the safe harbor from liability established by the Private Securities
Litigation Reform Act of 1995. Investors can identify these statements by the
fact that they do not relate strictly to historical or current facts. These
statements contain words such as "expect,"
"reaffirm," "anticipate," "plan," "believe," "estimate," "may," "will,"
"predict," "project," "might," "intend," "potential," "could," "would,"
"should," "estimate," "seek," "continue," "pursue," or "our future success
depends," or the negative or other variations thereof or comparable terminology,
are intended
to identify such forward-looking statements. In particular, they include
statements relating to, among other things, future actions, strategies, future
performance, future financial results of the Company. These
forward-looking statements are based on current expectations and projections
about future events.
Investors
are cautioned that forward-looking statements are not guarantees of future
performance or results and involve risks and uncertainties that cannot be
predicted or quantified and, consequently, the actual performance or results of
the Company may differ materially from those expressed or implied by such
forward-looking statements. Such risks and uncertainties include, but
are not limited to, the factors described from time to time in the Company's
reports filed with the SEC, including the Company's Form 10-K for the fiscal
year ended June 2, 2007 and Form 10-Q for the period ended February 29, 2008,
financial community and rating agency perceptions of the Company; the effects
of
economic, credit and capital market conditions on the economy in general, and on
medical device companies in particular; domestic and foreign health care reforms
and governmental laws and regulations; third-party relations and approvals,
technological advances and patents attained by competitors; and challenges
inherent in new product development, including obtaining regulatory
approvals. In addition to the
matters described above, the ability of the Company to consummate the purchase
of the Diomed businesses previously dsicslosed, the ability of the Company to
develop its products, future actions by the FDA or other regulatory agencies,
results of pending or future clinical trials, the outcome of pending patent
litigation, overall economic conditions, general market conditions, market
acceptance, foreign currency exchange rate fluctuations, and the effects on
pricing from group purchasing organizations and competition, may affect the
actual results achieved by the Company.
Any
forward-looking statements are made pursuant to the Private Securities
Litigation Reform Act of 1995 and, as such, speak only as of the date made. The
Company disclaims any obligation to update the forward-looking
statements. Investors are cautioned not to place undue reliance on
these forward-looking statements which speak only as of the date stated, or if
no date is stated, as of the date of this document.
Item
9.01 – Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.
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Description
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99.1
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Press
Release dated June 5, 2008.
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SIGNATURE
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.
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ANGIODYNAMICS,
INC.
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(Registrant)
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Date:
June 5, 2008
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By:
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/s/
D. Joseph Gersuk
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D.
Joseph Gersuk
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Chief
Financial Officer
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EXHIBIT
INDEX
Exhibit No.
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Description
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99.1
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Press
Release dated June 5, 2008.
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ex99.htm
FOR
IMMEDIATE RELEASE
Company
Contact:
|
Investor
Relations Contacts:
|
Media
Contact:
|
AngioDynamics,
Inc.
D.
Joseph Gersuk, CFO
(800)
772-6446 x1608
jgersuk@AngioDynamics.com
|
EVC Group,
Inc.
Doug
Sherk / Donald Takaya
(415)
896-6820
dsherk@evcgroup.com
dtakaya@evcgroup.com
|
EVC Group,
Inc.
Chris
Gale
(646)
201-5431
cgale@evcgroup.com
|
AngioDynamics
Reports Preliminary Net Sales
For
Fiscal Fourth Quarter
and
Fiscal Year 2008
QUEENSBURY, NY (June 5, 2008) – AngioDynamics, Inc. (NASDAQ: ANGO), a leading
provider of innovative medical devices used by interventional radiologists,
nephrologists and surgeons for the minimally invasive treatment of cancer and
peripheral vascular disease, today reported preliminary, unaudited net sales
results for its fiscal fourth quarter and fiscal year ended May 31, 2008, both
of which are in-line with the Company’s guidance provided in connection with the
release of its fiscal third quarter results. The Company also
announced that John Soto has resigned from his position as Senior Vice President
of Global Sales and has accepted the position of Managing Director with a
company in his home country, the United Kingdom.
The
Company currently expects net sales for the fiscal fourth quarter of 2008 to be
approximately $46.7 million, which would represent an increase of approximately
14% over fiscal fourth quarter 2007 net sales of $40.9
million. Fiscal year 2008 net sales is expected to be approximately
$166.4 million, which would represent an increase of approximately 48% over
fiscal year 2007 net sales of $112.2 million. Net sales in fiscal
year 2008 includes a full year of sales from RITA Medical Systems which
AngioDynamics acquired on January 29, 2007. The Company expects to release
financial results for the fiscal fourth quarter and fiscal year 2008 after the
close of the financial markets on July 24 and will host an investment community
conference call on the same day.
“We
executed well during the fourth quarter and made progress toward implementing
our growth strategy” said Eamonn Hobbs, President and CEO of
AngioDynamics. “With our recent agreement to acquire Diomed’s U.S.
and U.K. assets, an additional license to certain patents from our settlement
with VNUS and the closing of our acquisition of Oncobionic, we believe the
Company is well-positioned for continued growth in fiscal 2009 and
beyond. We plan to provide fiscal 2009 guidance shortly after we
close the Diomed acquisition, which is expected to take place on June
16.”
“We
also want to thank John Soto for his contributions during the past
year. Family obligations prevented him from permanently relocating to
the United States and we wish him the best of success with his new position in
the United Kingdom. We are in the process of transitioning John’s
responsibilities to several others within our organization as well as preparing
to integrate the Diomed acquisition into our operations,” added Mr.
Hobbs.
On
June 3, 2008, AngioDynamics announced the settlement of litigation with VNUS
Medical, which will result in an after-tax charge of approximately $4.2 million,
or $0.17 per share, in the fiscal fourth quarter.
This
press release contains preliminary, unaudited net sales for the fiscal fourth
quarter and fiscal year 2008. Because the net sales results described in this
release are preliminary, these results remain subject to change to reflect
necessary corrections or adjustments or changes in accounting estimates that are
identified prior to the time that we release our audited results. Actual results
may vary from the results presented in this release.
About
AngioDynamics
AngioDynamics,
Inc. is a leading provider of innovative medical devices used by interventional
radiologists, surgeons, and other physicians for the minimally invasive
treatment of cancer and peripheral vascular disease. The Company's diverse
product line includes market-leading radiofrequency ablation systems, vascular
access products, angiographic products and accessories, dialysis products,
angioplasty products, drainage products, thrombolytic products, embolization
products and venous products. More information is available at www.angiodynamics.com.
Safe
Harbor
The
statements made in this document include forward-looking statements intended to
qualify for the safe harbor from liability established by the Private Securities
Litigation Reform Act of 1995. Words such as "expects,” “reaffirms” "intends,"
"anticipates," "plans," "believes," "seeks," "estimates," or variations of such
words and similar expressions, are intended to identify such forward-looking
statements. Investors are cautioned that actual events or results may differ
from the Company's expectations. In addition to the matters described above, the
ability of the Company to consummate the purchase of the Diomed businesses
previously disclosed, the ability of the Company to develop its products, future
actions by the FDA or other regulatory agencies, results of pending or future
clinical trials, overall economic conditions, general market conditions, market
acceptance, foreign currency exchange rate fluctuations, the effects on pricing
from group purchasing organizations and competition, as well as the risk factors
listed from time to time in the SEC filings of AngioDynamics, Inc., including
but not limited to its Annual Report on Form 10-K for the year ended June 2,
2007, may affect the actual results achieved by the Company. The
Company does not assume any obligation to publicly update or revise any
forward-looking statements for any reason.
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