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EX-99 - EXHIBIT 99.1 - Dex Liquidating Co.ex99-1.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): October 22, 2014

Cardica, Inc.

 

(Exact name of registrant as specified in its charter)

 

 

 

 

 

 

Delaware

 

000-51772

 

94-3287832

 

 

 

 

 

 

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

 

 

 

900 Saginaw Drive, Redwood City, CA

 

94063

 

 

 

 

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (650) 364-9975

 

 

(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):

 

 

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 October 22, 2014, the Board of Directors of Cardica, Inc. issued a statement regarding Broadfin Capital LLC’s filing of a preliminary proxy statement. The statement from the the Cardica Board of Directors is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

 

Additional Information and Where to Find It

 

Cardica intends to file with the Securities and Exchange Commission (the “SEC”) and expects to mail to stockholders a definitive proxy statement relating to Cardica’s 2014 Annual Meeting of Stockholders. Stockholders are urged to read the proxy statement and any related documents when they become available as they contain important information. Stockholders may obtain free copies of these documents and other documents filed with the SEC by Cardica at the SEC’s website at www.sec.gov. These documents can also be obtained free of charge from Cardica’s website at www.cardica.com. Stockholders may also contact McKenzie Partners with questions or requests for additional copies of the proxy materials by calling toll free at (800) 322-2885.

 

Cardica’s directors and certain of its executive officers may be deemed to be participants in the solicitation of proxies from stockholders. Information regarding the names and special interests of these directors and executive officers in proxy solicitation will be included in the proxy statement described above.

 

Item 9.01 Financial Statements and Exhibits.

 

Exhibit 

Number       

Description

   

99.1

Statement from the Board of Directors of Cardica, Inc. dated October 22, 2014

 

 

 

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.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cardica, Inc.

(Registrant)

 

 

 

Date:  October 22, 2014

 

 

 

/s/ Robert Y. Newell

 

 

 

 

 

 

Robert Y. Newell, Chief Financial Officer

 

 

 
2

 

 

EXHIBIT INDEX

    

 

Exhibit 

Number      

Description
   

99.1

Statement from the Board of Directors of Cardica, Inc. dated October 22, 2014

 

 

 

 

3