Attached files
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EX-5.1 - EX-5.1 - Edwards Lifesciences Corp | a16-23659_3ex5d1.htm |
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 7, 2017
EDWARDS LIFESCIENCES CORPORATION
(Exact Name of the Registrant as Specified in Charter)
Delaware |
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1-15525 |
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36-4316614 |
(State or Other Jurisdiction |
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(Commission |
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(IRS Employer |
One Edwards Way, Irvine, California |
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92614 |
(Address of Principal Executive Offices) |
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(Zip Code) |
Registrants telephone number, including area code (949) 250-2500
Not Applicable.
(Former Name or Former Address, if Changed Since Last Report)
N/A
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:
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))
Item 8.01 Other Events.
On February 7, 2017, Edwards Lifesciences Corporation, a Delaware corporation (the Company), filed with the Securities and Exchange Commission a prospectus supplement (the Prospectus Supplement) to the prospectus dated August 29, 2016, which was included in the Companys automatic shelf registration statement on Form S-3 (No. 333-213358). The Prospectus Supplement relates to the resale from time to time of up to 2,804,948 shares of the Companys common stock, $1.00 par value per share, by the stockholders named therein.
In connection with the filing of the Prospectus Supplement, the Company is filing an opinion of its counsel, OMelveny & Myers LLP, regarding the legality of the common stock being registered, which opinion is attached as Exhibit 5.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
5.1 |
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Opinion of OMelveny & Myers LLP. |
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23.1 |
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Consent of OMelveny & Myers LLP (included in Exhibit 5.1 hereto). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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EDWARDS LIFESCIENCES CORPORATION | ||
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Date: February 7, 2017 |
By: |
/s/ Scott B. Ullem | |
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Name: |
Scott B. Ullem | |
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Title: |
Chief Financial Officer | |