Sonosite Inc - Current report filing (8-K)
30 November 2007 - 9:17AM
Edgar (US Regulatory)
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
November 28, 2007
Date of Report
(Date of Earliest Event Reported)
SONOSITE, INC.
(Exact Name of Registrant as Specified in Charter)
Washington
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0-23791
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91-1405022
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(State or Other
Jurisdiction of Incorporation)
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(Commission
File No.)
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(IRS Employer
Identification No.)
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21919 30th Drive S.E., Bothell, Washington 98021-3904
(Address of Principal Executive Offices) (Zip Code)
(425) 951-1200
(Registrant's Telephone Number, Including Area Code)
None
(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:
[ ] Written communication 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 240.13e4(c))
Item 1.01
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Entry Into a Material Definitive Agreement.
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On November 28, 2007, the Nominating and Corporate Governance Committee of the Board of Directors of SonoSite, Inc. approved the amendment and restatement of its Rights Agreement, dated April 6, 1998, as amended,
with Computershare Trust Company N.A., as Rights Agent. The effect of the amendment and restatement is to (a) extend the expiration date five years to April 5, 2013, (b) establish the purchase price for the rights to be $168.20, and (c) make certain other permitted
amendments. The Amended and Restated Rights Agreement is filed as an exhibit hereto.
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Item 3.03
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Material Modifications to Rights of Security
Holders.
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The information included under Item 1.01 of this report is incorporated by reference herein.
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Item 9.01
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Financial Statements and Exhibits.
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(c)
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Exhibits
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4.1
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Amended and Restated Rights Agreement dated November 28, 2007 by and between SonoSite, Inc. and Computershare Trust Company N.A.
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4.2
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Form of Rights Certificate
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, SonoSite, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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SONOSITE, INC.
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Dated:
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November 29, 2007
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By:
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/s/ MICHAEL J. SCHUH
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Michael J. Schuh
Chief Financial Officer
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EXHIBIT INDEX
Exhibit
Number
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Description
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4.1
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Amended and Restated Rights Agreement dated November 28, 2007 by and between SonoSite, Inc. and Computershare Trust Company N.A.
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4.2
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Form of Rights Certificate.
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