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SIRO > SEC Filings for SIRO > Form 8-K on 15-Dec-2009All Recent SEC Filings

Show all filings for SIRONA DENTAL SYSTEMS, INC. | Request a Trial to NEW EDGAR Online Pro

Form 8-K for SIRONA DENTAL SYSTEMS, INC.


15-Dec-2009

Entry into a Material Definitive Agreement, Financial Statements and


Item 8.01 Entry Into a Material Definitive Agreements.

On December 11, 2009, Sirona Dental Systems, Inc. (the "Company") entered into an Underwriting Agreement (the "Underwriting Agreement"), by and among the Company, Sirona Holdings Luxco S.C.A. ("Luxco"), Jeffrey T. Slovin (and together with Luxco, collectively, the "Selling Stockholders") and Barclays Capital Inc. in connection with the offering of 7,350,000 shares of the Company's common stock (the "offering"), sold by the Selling Stockholders at a price per share of $32.15. Pursuant to the Underwriting Agreement, the underwriters also have a 30-day option to purchase up to an additional 1,102,500 shares of common stock from Luxco to cover over-allotments, if any. The Company will not receive any proceeds from the offering.

The offering will be made only by means of a prospectus supplement and accompanying base prospectus, copies of which may be obtained from: Barclays Capital Inc., c/o Broadridge, Integrated Distribution Services, 1155 Long Island Avenue, Edgewood, New York 11717; Barclaysprospectus@broadridge.com (phone:
888-603-5847). A copy of the prospectus supplement and accompanying base prospectus may also be obtained at no charge at the U.S. Securities and Exchange Commission's website, at www.sec.gov.

The shelf registration statement relating to the foregoing has previously been filed with, and declared effective by the U.S. Securities and Exchange Commission. This Form 8-K does not constitute an offer to sell or a solicitation of an offer to buy the shares of Sirona's common stock or any other securities, nor will there be any sale of the shares of Sirona's common stock or any other securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.



Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit
Number       Description

1.1          Underwriting Agreement, dated December 11, 2009, among Sirona Dental
             Systems, Inc., Sirona Holdings Luxco S.C.A., Jeffrey T. Slovin and
             Barclays Capital Inc.


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