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EX-10.1 - EX-10.1 - Radius Health, Inc.a11-27054_3ex10d1.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 


 

FORM 8-K/A

(Amendment No.1)

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (date of earliest event reported):  April 25, 2011

 

RADIUS HEALTH, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

000-53173

 

80-0145732

(State or other jurisdiction of
incorporation)

 

(Commission File Number)

 

(I.R.S. Employer Identification
No.)

 

201 Broadway, 6th Floor

Cambridge, MA 02139

 (Address of principal executive offices) (Zip Code)

 

(781) 328-4400

(Registrant’s telephone number, including area code)

 

N/A

(Former name or former address, if changed since last report)

 


 

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):

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

EXPLANATION OF AMENDMENT

 

The purpose of this Amendment No. 1 to our Current Report on Form 8-K filed with the Securities Exchange Commission on April 29, 2011 (the “Form 8-K”), is to furnish Exhibit 10.1 to the Form 8-K which has been revised to include Exhibits A through E thereto.  Additionally, the cover page of the Form 8-K has been updated to reflect our name change that occurred on May 17, 2011 and was previously reported on our Current Report on Form 8-K filed with the Securities and Exchange Commission on May 23, 2011, and to provide our current address and telephone number.  No other changes have been made to the Form 8-K other than those described above. This Amendment No. 1 does not reflect any subsequent events occurring after the original filing date of the Form 8-K, other than those described above, or modify or update in any way disclosures made in the Form 8-K.

 

Item 9.01.                     Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit 10.1

Agreement and Plan of Merger, dated April 25, 2011

Exhibit 10.2

Redemption Agreement, dated April 25, 2011 (1)

 


(1) Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 29, 2011.

 

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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.

 

 

 

MPM ACQUISITION CORP.

 

 

 

 

 

 

Date:     September 30, 2011

By:

/s/ B. Nicholas Harvey

 

 

 

 

 

Name: B. Nicholas Harvey

 

 

Title: Director, Treasurer and Secretary

 

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EXHIBIT INDEX

 

Exhibit
No.

 

Description

 

 

 

10.1

 

Agreement and Plan of Merger, dated April 25, 2011

10.2

 

Redemption Agreement, dated April 25, 2011 (1)

 


(1) Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 29, 2011.

 

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