UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): February 15, 2007
Enpath Medical, Inc.
(Exact name of registrant as specified in its charter)
Minnesota |
(State or Other Jurisdiction of Incorporation) |
0-19467 |
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41-1533300 |
(Commission File Number) |
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(IRS Employer Identification No.) |
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2300 Berkshire Lane North |
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Minneapolis, Minnesota |
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55441 |
(Address of Principal Executive Offices) |
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(Zip Code) |
15301 Highway 55 West, Plymouth, Minnesota 55447
(Former address, if changed since last report)
(763) 951-8181
(Registrants telephone number, including area code)
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 (see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 1.01 Entry into a Material Definitive Agreement
Increase in Term Loan
In August 2006, Enpath Medical, Inc. entered into a second financing arrangement with its principal lender that included a seven-year term loan of up to $4.0 million to finance the build-out of its new facility. The borrowings are secured by substantially all of the Companys assets and the new leasehold improvements. In January 2007, the Company increased the term loan to up to $5.0 million. The Enpath Board members had authorized management to enter the term loan agreement at the time of the increase and ratified the new term loan at the February 15, 2007 Board meeting.
Payments on the new term loan will consist of interest payments only on the amount borrowed at LIBOR plus 2.5% until the end of March 2007. The term loan amount will become fixed in April 2007 based on the amount borrowed and payments will commence on April 30, 2007 at a fixed rate plus interest at LIBOR plus 2.5% for the remaining term of the loan. As of December 31, 2006, we had no borrowings on this term loan. As of February 15, 2007, we had borrowings of $2.0 million under this term loan.
Item 2.02 Results of Operations and Financial Disclosure
On February 22, 2007, Enpath Medical, Inc. issued a press release reporting the results of its operations for the quarter and the year ended December 31, 2006. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.
The information provided pursuant to Items 2.02 of this Form 8-K is being furnished and is not filed for purposes of Section 18 of the Securities Act of 1934, and may not be deemed incorporated by reference in any filing under the Securities Act of 1933, except as expressly set forth by specific reference in that filing.
Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
Executive Compensation
On February 15, 2007, Enpath granted options to the following officers and established new salaries for these officers effective March 3, 2007.
Name |
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Options |
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Salary |
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John C. Hertig |
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20,000 |
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265,000 |
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Mark C. Kraus |
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10,000 |
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195,000 |
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Scott P. Youngstrom |
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10,000 |
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183,750 |
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Steven D. Mogensen |
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10,000 |
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175,000 |
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Mike Winegar |
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20,000 |
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160,000 |
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Michael D. Erdmann |
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5,000 |
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126,000 |
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In connection with the salary increases, the Company is eliminating the annual car allowance of $6000 paid to Mr. Hertig and Mr. Kraus, effective with the salary increase.
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Each option was granted at a price of $11.49 (the closing price on February 15, 2007), vesting 20% per year beginning one year from the date of grant and expires six years from grant date.
The Companys Compensation Committee is also in the process of developing the Companys 2007 bonus program and expects to finalize this program in the near future.
Section 9. - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
Exhibit No. |
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Description of Exhibit |
99.1 |
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Press release dated February 22, 2007, reporting results for the quarter and year ended December 31, 2006. |
SIGNATURES
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.
Dated: February 22, 2007 |
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ENPATH MEDICAL, INC |
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/s/ Scott P. Youngstrom |
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Scott P. Youngstrom |
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Chief Financial Officer |
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