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MAKO > SEC Filings for MAKO > Form 8-K on 5-Jun-2012All Recent SEC Filings

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Form 8-K for MAKO SURGICAL CORP.


5-Jun-2012

Other Events, Financial Statements and Exhibits


Item 8.01. Other Events.

MAKO Surgical Corp. (the "Company") is filing certain exhibits as part of this Current Report on Form 8-K in connection with its filing with the Securities and Exchange Commission of a prospectus, dated June 5, 2012 (the "Prospectus"), relating to the resale from time to time by the selling stockholders named therein of 275,000 shares of the Company's common stock, par value $0.001 per share (the "Offering Shares"). The Prospectus forms a part of, and the sale of Offering Shares is registered under, the Company's Registration Statement on Form S-3 (Registration No. 333-181277). See "Item 9.01. Financial Statements and Exhibits."

The Offering Shares are issuable upon the exercise or redemption of warrants held by the selling stockholders that were issued in connection with the execution of a Facility Agreement dated May 7, 2012, by and among the Company, Deerfield Private Design Fund II, L.P. and Deerfield Private Design International II, L.P., the selling stockholders who we collectively refer to as the Deerfield Funds. Under the terms of the Facility Agreement, the Company has the flexibility, but is not required, to draw down on the Facility Agreement in $10 million increments at any time until May 15, 2013. The warrants were issued by the Company to the Deerfield Funds on May 7, 2012 and are exercisable for up to an aggregate of 275,000 shares of common stock, for a period of seven years from the date of issuance at a per share exercise price of $27.70.



Item 9.01. Financial Statements and Exhibits.

(a) Not applicable.

(b) Not applicable.

(c) Not applicable.

(d) Exhibits. The following exhibits are being filed herewith:

(5.1) Opinion of Foley & Lardner LLP, dated June 5, 2012.

(23.1) Consent of Foley & Lardner LLP (contained in Exhibit (5.1) hereto)

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