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MAKO > SEC Filings for MAKO > Form 8-K on 3-Jul-2012All Recent SEC Filings

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Form 8-K for MAKO SURGICAL CORP.


3-Jul-2012

Other Events, Financial Statements and Exhibits


Item 8.01. Other Events.

On June 28, 2012, MAKO Surgical Corp. (the "Company") entered into amendments (the "Warrant Amendments") to the warrants (the "Warrants") that the Company had originally issued on May 7, 2012 in connection with the execution of a Facility Agreement, also dated May 7, 2012 (the Facility Agreement"), with affiliates of Deerfield Management Company, L.P. ("Deerfield"). The Warrants relate to the right of Deerfield to purchase 275,000 shares of the Company's common stock. The Warrant Amendments generally alter the mechanics pursuant to which Deerfield is entitled to the early termination or exercise of the Warrants in connection with a Major Transaction, as defined in the Warrants. The Warrant Amendments also alter the remedies available to Deerfield as a result of certain events of noncompliance with the terms of the Warrants by the Company. The Warrant Amendments do not otherwise alter or amend the terms of the Warrants.

Also on June 28, 2012, the Company entered into an amendment to the Facility Agreement (the "Facility Agreement Amendment"). The Facility Agreement Amendment amends the form of warrant that may be issued to Deerfield in connection with future potential draws by the Company under the Facility Agreement to conform such form of draw warrant to the Warrants as amended by the Warrant Amendments. The Amendment to Facility Agreement does not otherwise alter or amend the terms of the Facility Agreement.

The descriptions of the Facility Agreement and the Warrants, as amended by the Facility Agreement Amendment and the Warrant Amendments, respectively, as set forth above are qualified in their entirety by reference to the Facility Agreement and Form of Warrant filed herewith as Exhibits 4.2 and 10.2, respectively, and incorporated herein by reference, and to the Facility Agreement Amendment and Form of Amendment to Warrant filed herewith as Exhibits 4.1 and 10.1, respectively, and incorporated herein by reference.



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:

(4.1) Form of Amendment to Warrant to purchase shares of common stock of MAKO Surgical Corp.

(4.2) Form of Warrant to purchase shares of common stock of MAKO Surgical Corp. (incorporated by reference to Exhibit 4.1 to the Company's Form 8-K as filed on May 7, 2012).

(10.1) Amendment to Facility Agreement, dated May 7, 2012, by and among MAKO Surgical Corp., Deerfield Private Design Fund II, L.P. and Deerfield Private Design International II, L.P.

(10.2) Facility Agreement, dated May 7, 2012, by and among MAKO Surgical Corp., Deerfield Private Design Fund II, L.P. and Deerfield Private Design International II, L.P. (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K as filed on May 7, 2012).

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