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| OPK > SEC Filings for OPK > Form 8-K/A on 27-Oct-2008 | All Recent SEC Filings |
27-Oct-2008
Completion of Acquisition or Disposition of Assets, Financial Statements and
On April 13, 2007, the Company invested $5 million in Ophthalmic Technologies, Inc., an Ontario corporation ("OTI") and entered into a definitive Share Purchase Agreement (the "Purchase Agreement") with OTI and its shareholders. In exchange for the $5 million investment, OTI agreed to issue common shares of OTI to the Company to cause the Company to hold one-third of the equity in OTI on a fully diluted basis. The $5 million was to be used by OTI for working capital.
Under the Purchase Agreement, the Company received an exclusive option to purchase the remaining shares of OTI in exchange for the issuance of between 3.13 million and 2.82 million shares of the Company's common stock, depending upon the average per share closing price of the Company's common stock for the ten (10) trading days ended on the second business day prior to the exercise of the option.
(a) Financial Statements of Business Acquired
The following financial statements of OTI are being filed with this report as Exhibit 99.1:
Statements of Operations and Deficit and Cash Flows for the years ended April 30, 2007 and April 30, 2006
(b) Pro Forma Financial Information
The following pro forma financial information is being filed with this report as Exhibit 99.2:
Unaudited Condensed Consolidated Pro Forma Balance Sheet as of December 31, 2006
Unaudited Condensed Consolidated Pro Forma Combined Statement of Operations for the period from inception (June 23, 2006) to December 31, 2006
(c) Not Applicable
(d) Exhibits
No. Description
23.1 Consent of Deloitte & Touche LLP
99.1 Financial Statements listed in Item 9.01(a)
99.2 Pro Forma Financial Information listed in Item 9.01(b)
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