<PAGE>
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
________________________________
FORM 10-K/A
FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1995 Commission File
Number: 0-7101
________________________________
INAMED CORPORATION
State of Incorporation: Florida I.R.S. Employer Identification No.:
59-0920629
3800 Howard Hughes Parkway, Suite #900, Las Vegas, Nevada 89109
Telephone Number: (702) 791-3388
________________________________
Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
----- -----
The aggregate market value of voting stock held by non-affiliates as of
March 28, 1996, was $72,434,436.
On March 28, 1996 there were 7,602,317 shares of Common Stock
outstanding.
This document contains 60 pages.
Exhibit index located on page 58.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Not applicable.
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDERS
MATTERS.
The Company's common stock is traded in the over-the-counter market
and was listed on NASDAQ beginning in June 1986. The Company's common stock
also began trading on the Pacific Stock Exchange on December 1, 1987. On
March 28, 1996, the Company had 869 stockholders of record.
Effective December 20, 1995, the Company has been granted a
temporary exception to the capital and surplus requirement of the NASDAQ
Small Cap Market-TM- by the NASDAQ Listing Qualifications Committee. As part
of its conditional listing, the Company's stock symbol was changed from IMDC
to IMDCC. The fifth character "C" appended to the Company's stock symbol will
remain until such time that the Company is able to evidence compliance with
all NASDAQ listing criteria in a manner deemed acceptable by the Listing
Qualifications Committee. The Company expects to evidence this compliance in
1996.
The Table below sets forth the high and low bid prices of the
Company's common stock for the periods indicated. Quotations reflect prices
between dealers, do not reflect retail markups, markdowns or commissions, and
may not necessarily represent actual transactions. No cash dividends have
been paid by the Company during such periods.
1994 HIGH LOW
---- ---- ----
1st Quarter 4-3/4 2-1/2
2nd Quarter 4-1/2 2-3/4
3rd Quarter 3-3/4 2-3/8
4th Quarter 3-1/8 2-3/8
1995
----
1st Quarter 4-1/4 3
2nd Quarter 4-1/8 3
3rd Quarter 14 3
4th Quarter 12-5/8 8-1/4
The Company has never paid a cash dividend. It is the present
policy of the Company to retain earnings to finance the growth and
development of its business and to fund ultimate litigation settlements.
Therefore, the Company does not anticipate paying cash dividends on its
common stock in the foreseeable future.
- 18 -
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
INAMED CORPORATION
By /s/ MICHAEL D. FARNEY
-------------------------------
Michael D. Farney
Chief Executive Officer and
Chief Financial Officer
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of
Registrant in the capacities and on the dates indicated:
<TABLE>
<S> <C> <C>
/s/ DONALD K. MCGHAN Chairman of the Board and President April 29, 1996
- -------------------------
Donald K. McGhan
/s/ MICHAEL D. FARNEY Chief Executive Officer, Chief April 29, 1996
- ------------------------- Financial Officer, Treasurer
Michael D. Farney and Secretary
(Principal Financial and Accounting Officer)
</TABLE>
- 58 -
