Attached files
file | filename |
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EX-99.1 - EXHIBIT 99.1 - THERAGENICS CORP | a50630948ex99_1.htm |
EX-99.2 - EXHIBIT 99.2 - THERAGENICS CORP | a50630948ex99_2.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):
May
12, 2013
THERAGENICS
CORPORATION®
(Exact
name of registrant as specified in charter)
Delaware |
001-14339 |
58-1528626 |
(State of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
5203 Bristol Industrial Way
Buford, Georgia 30518
(Address
of principal executive offices / Zip Code)
(770) 271-0233
(Registrant’s
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:
⃞
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
⃞
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
⃞
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
⃞
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 8.01. Other Events.
On May 13, 2013, Theragenics Corporation (the “Company”) announced that it received a non-binding proposal on May 10, 2013 from Juniper Investment Company, LLC (“Juniper”) to acquire all of the Company’s outstanding common stock at a purchase price of $2.05 to $2.10 per share. On May 12, 2013, the Company received a revised proposal from Juniper setting forth a purchase price of $2.25 to $2.30 per share. In connection with the May 12, 2013 proposal, the Company entered into an agreement (“Letter Agreement”), dated May 12, 2013, to deal and negotiate exclusively with Juniper through June 11, 2013 regarding a merger transaction. During this period, the Company has agreed not to initiate, solicit, negotiate, discuss or enter into an agreement with or provide any information to any third party with respect to any alternative business combination. The foregoing description of the Letter Agreement is qualified by reference to the text of the Letter Agreement, which is attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. | Description |
99.1 | Press Release dated May 13, 2013 of Theragenics Corporation. |
99.2 | Letter Agreement dated May 12, 2013 by and between Juniper Investment Company, LLC and Theragenics Corporation. |
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.
Theragenics Corporation (Registrant) |
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Dated: |
May 13, 2013 |
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By: |
/s/ M. Christine Jacobs |
|
M. Christine Jacobs |
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Chief Executive Officer |
EXHIBIT INDEX
Exhibit No. |
Description |
99.1 |
Press Release dated May 13, 2013 of Theragenics Corporation. |
99.2 |
Letter Agreement dated May 12, 2013 by and between Juniper Investment Company, LLC and Theragenics Corporation. |