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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-KSB/A
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the fiscal year ended December 31, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ___________ to ___________
COMMISSION FILE NUMBER 0-6523
[MICRO THERAPEUTICS, INC LOGO]
(Name of Small Business Issuer in its charter)
DELAWARE 33-0569235
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
2 GOODYEAR 92618
IRVINE, CALIFORNIA (Zip Code)
(Address of principal executive offices)
(949) 837-3700
(Issuer's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act: NONE
Securities registered pursuant to Section 12(g) of the Act: COMMON STOCK
(Title of
class)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 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 [ ]
Check if disclosure of delinquent filers pursuant to Item 405 of
Regulation S-B is not contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB [X]
Issuer's revenues for its most recent fiscal year were $4,097,672
As of March 14, 2000, the aggregate market value of the voting stock and
non-voting common equity held by non-affiliates, computed by reference to the
price at which common equity was sold on such date, was approximately
$61,000,000.
9,887,636 shares of Common Stock were outstanding at March 14, 2000.
DOCUMENTS INCORPORATED BY REFERENCE
Information required under Items 9, 10, 11 and 12 of Part III hereof are
incorporated by reference to portions of the registrant's definitive Proxy
Statement to be filed in connection with the solicitation of proxies for its
Annual Meeting of Stockholders to be held May 25, 2000.
Transitional Small Business Disclosure Format (check one):
Yes [ ] No [X]
Index to Exhibits is on page 35.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized, in the City of Irvine,
State of California, on April 5, 2000.
MICRO THERAPEUTICS, INC.
Dated: April 5, 2000 By: /s/ HAROLD A. HURWITZ
-------------------------------
Harold A. Hurwitz
Chief Financial Officer
We, the undersigned directors and officers of Micro Therapeutics, Inc.,
do hereby constitute and appoint George Wallace and Harold A. Hurwitz our true
and lawful attorneys and agents, with full powers of substitution to do any and
all acts and things in our name and behalf in our capacities as directors and
officers and to execute any and all instruments for us and in our names in the
capacities indicated below, which said attorneys and agents may deem necessary
or advisable to enable said corporation to comply with the Securities Exchange
Act of 1934, as amended, and any rules, regulations and requirements of the
Securities and Exchange Commission, in connection with this Annual Report on
Form 10-KSB, including specifically but without limitation, power and authority
to sign for us or any of us in our names in the capacities indicated below, any
and all amendments hereto; and we do hereby ratify and confirm all that said
attorneys and agents, shall do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
<TABLE>
<CAPTION>
<S> <C> <C>
* President, Chief Executive April 5, 2000
- --------------------------- Officer and Director
George Wallace (Principal Executive Officer)
/s/ HAROLD A. HURWITZ Chief Financial Officer April 5, 2000
- --------------------------- (Principal Financial and
Harold A. Hurwitz Principal Accounting Officer)
* Director April 5, 2000
- ---------------------------
Wende Hutton
* Director April 5, 2000
- ---------------------------
Dick Allen
* Director April 5, 2000
- ---------------------------
Kim Blickenstaff
* Director April 5, 2000
- ---------------------------
W. James Fitzsimmons
</TABLE>
*By: /s/ HAROLD A. HURWITZ
----------------------
Harold A. Hurwitz
Attorney-in-Fact
S-1
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EXHIBIT 23.1
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Registration
Statement on Forms S-8 (File Nos. 333-23361, 333-23367 and 333-80633) of our
report dated February 18, 2000, except as to Note 17 as to which the date is
March 10, 2000, relating to the consolidated financial statements of Micro
Therapeutics, Inc., which appear in this Annual Report on Form 10-KSB.
PRICEWATERHOUSECOOPERS LLP
Orange County, California
April 5, 2000
