Current Report on Form 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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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): March 4, 1999
INAMED CORPORATION
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(Exact name of registrant as specified in its charter)
DELAWARE 1-9741 2270920629
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(State or other (Commission File (IRS Employer
jurisdiction of incorporation) Number) Identification No.)
700 Ward Drive
Santa Barbara, California 93111
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Address of principal executive offices
Registrant's telephone number, including area code: 805/692-5400
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(Former name or former address, if changed since last
report.)
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Item 5. OTHER EVENTS.
On March 4, 1999, INAMED Corporation (the "Company") issued a press
release announcing that no notices of appeal were filed within the statutory
30-day period for filing appeals of the recent mandatory class action settlement
of the breast implant litigation against the Company. The press release is
attached as Exhibit 99.1 to this Current Report and incorporated herein by
reference.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL
INFORMATION AND EXHIBITS
(c) EXHIBITS
99.1 Press release of INAMED Corporation dated March 4, 1999.
<PAGE>
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.
INAMED CORPORATION
Dated: March 4, 1999 By: /S/ RICHARD G. BABBITT
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Name: Richard G. Babbitt
Title: Chairman and CEO
<PAGE>
EXHIBIT INDEX
99.1 Press Release of INAMED Corporation dated March 4, 1999.
Exhibit 99.1
INAMED "Innovation and Medicine" INAMED CORPORATION
700 Ward Drive
Santa Barbara, CA 93111
(805) 692-5400 Telephone
(805) 692-5441 Facsimile
COMPANY CONTACTS: Richard G. Babbitt
(805) 692-5400
Ilan K. Reich
(212) 626-6800
INAMED CORPORATION REPORTS THAT 30-DAY APPEAL PERIOD
ON BREAST IMPLANT LITIGATION SETTLEMENT HAS RUN
March 4, 1999--Santa Barbara, California--INAMED Corporation (OTC Bulletin
Board: IMDC) reported that yesterday was the expiration date of the statutory
30-day period for filing appeals of the recent mandatory class settlement of the
Company's breast implant litigation. No notices of appeal were filed with the
Federal District Court within that period.
Under the terms of the settlement agreement, the Company will now be required by
June 2, 1999 to fund the $25.5 million promissory note which was previously
issued to the court-supervised escrow agent on behalf of the plaintiff class.
The Company has the ability to meet that funding obligation from a combination
of both cash on hand and the approximately $14 million of proceeds to be
received upon the exercise of its $7.50 warrants. Those warrants were issued in
July 1997 in contemplation of this event and are now callable by the Company.
The Company reserves the right to explore utilizing other equity and/or debt
financing sources in the public or private markets in order to meet its funding
obligation under the settlement agreement and to repay or refinance its existing
senior debt.
An additional $3 million of funding will be needed by June 2, 1999 to purchase
the approximately 426,000 shares of common stock which were issued last year to
the court-supervised escrow agent as part of the consideration for the
settlement. Those funds will be provided directly by the Company's senior
noteholders. The Company had assigned its right to purchase that stock to its
senior noteholders in April 1998, at the time the settlement agreement was
signed.
Richard G. Babbitt, the Company's chairman and chief executive officer, stated:
"Today marks the beginning of the final chapter in concluding the settlement
agreement. We expect to meet our financing obligations in a timely and complete
manner. The allocation of the $32 million of cash that will be contained in the
INAMED settlement fund will be determined by the court in proceedings to be held
after INAMED has met its obligations."
INAMED is a global surgical and medical device company engaged in the
development, manufacturing and marketing of medical devices for the plastic and
reconstructive, bariatric and general surgery markets.
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