angio8k.htm
UNITED
STATES
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
Date
of Report (Date of earliest event reported): December 3, 2008
AngioDynamics,
Inc.
(Exact
Name of Registrant as Specified in Charter)
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Delaware
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000-50761
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11-3146460
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(State
or Other Jurisdiction
of Incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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603
Queensbury Avenue, Queensbury, New
York
12804
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(Address of Principal Executive
Offices)
(Zip Code)
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(518)
798-1215
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(Registrant’s
telephone number, including area
code)
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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:
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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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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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4 (c))
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Item
2.02 – Results of Operations and Financial Condition.
On December 3, 2008, AngioDynamics,
Inc. (the “Company”) issued a press release, a copy of which is attached as
Exhibit 99.1, announcing its preliminary net sales for its fiscal second
quarter. The Company expects to release financial results for the
fiscal second quarter after the close of the financial markets on January 6,
2009 and will host an investment community conference call on the same
day.
The
information set forth in Item 2.02 of this Form 8-K (including Exhibit 99.1)
shall not be deemed “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the Exchange Act), or incorporated by
reference in any filing under the Securities Act of 1933, as amended, or the
Exchange Act, except as shall be expressly set forth by specific reference in
such a filing.
Item
8.01 – Other Events.
On
December 3, 2008, the Company issued a press release, a copy of which is
attached as Exhibit 99.1, announcing the implementation of a leadership
development plan.
Forward-Looking
Statements
This
current report contains "forward-looking statements" intended to qualify for the
safe harbor from liability established by the Private Securities Litigation
Reform Act of 1995. Investors can identify these statements by the fact that
they do not relate strictly to historical or current facts. These statements
contain words such as "expect,"
"reaffirm," "anticipate," "plan," "believe," "estimate," "may," "will,"
"predict," "project," "might," "intend," "potential," "could," "would,"
"should," "estimate," "seek," "continue," "pursue," or "our future success
depends," or the negative or other variations thereof or comparable terminology,
are intended
to identify such forward-looking statements. In particular, they include
statements relating to, among other things, future actions, strategies, future
performance and future financial results of the Company. These
forward-looking statements are based on current expectations and projections
about future events.
Investors
are cautioned that forward-looking statements are not guarantees of future
performance or results and involve risks and uncertainties that cannot be
predicted or quantified and, consequently, the actual performance or results of
the Company may differ materially from those expressed or implied by such
forward-looking statements. Such risks and uncertainties include, but
are not limited to, the factors described from time to time in the Company's
reports filed with the SEC, including, without limitation, the Company's Form
10-K for the fiscal year ended May 31, 2008, financial community and rating
agency perceptions of the Company; the effects of economic, credit and capital
market conditions on the economy in general, and on medical device companies in
particular;
domestic and foreign health care reforms and governmental laws and regulations;
third-party relations and approvals, technological advances and patents attained
by competitors; and challenges inherent in new product development, including
obtaining regulatory approvals. In addition to the
matters described above, the ability of the Company to execute its leadership
development plan and to integrate the Diomed businesses previously disclosed,
the ability of the Company to develop its products, future actions by the FDA or
other regulatory agencies, results of pending or future clinical trials, the
outcome of pending patent litigation, overall economic conditions, general
market conditions, market acceptance, foreign currency exchange rate
fluctuations, and the effects on pricing from group purchasing organizations and
competition, may affect the actual results achieved by the
Company.
Any
forward-looking statements are made pursuant to the Private Securities
Litigation Reform Act of 1995 and, as such, speak only as of the date made. The
Company disclaims any obligation to update the forward-looking
statements. Investors are cautioned not to place undue reliance on
these forward-looking statements which speak only as of the date stated, or if
no date is stated, as of the date of this document.
Item
9.01 – Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No.
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Description
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99.1
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Press
Release dated December 3, 2008.
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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.
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ANGIODYNAMICS,
INC.
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(Registrant)
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Date:
December 3, 2008
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By:
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/s/
D. Joseph Gersuk
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D.
Joseph Gersuk
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Chief
Financial Officer
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EXHIBIT
INDEX
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Exhibit No.
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Description
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99.1
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Press
Release dated December 3, 2008.
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