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| SLTM > SEC Filings for SLTM > Form 8-K on 27-Aug-2012 | All Recent SEC Filings |
27-Aug-2012
Entry into a Material Definitive Agreement, Financial Statements and Exhibits
On August 21, 2012 , Solta Medical, Inc., (the "Company") entered into an amendment (the "Amendment") to the stock purchase agreement (the "Purchase Agreement") between the Company and Medicis Pharmaceutical Corporation ("Medicis") dated as of September 12, 2011.
Under the Purchase Agreement the Company is required to make contingent cash
payments, based upon certain performance metrics, to Medicis and it also assumed
Medicis'contingent payment obligations to the former shareholders of LipoSonix,
Inc. pursuant to the Agreement and Plan of Merger among Medicis, LipoSonix, Inc.
and the other parties thereto dated as of June 16, 2008. These payments are due
in respect to the Company's achievement in the years 2012 through 2018 of year
to year increases and specified targets in the adjusted net sales and adjusted
gross profits of the products acquired pursuant to the Purchase Agreement. The
Amendment provides the Company with the ability to extend the contingent cash
and milestone payments (the "Deferred Amounts") due to Medicis so that these
amounts shall be paid by the Company no later than the date that is six
(6) months after the date on which such Deferred Amounts were otherwise due and
payable. Simple interest will accrue on any such Deferred Amounts until paid in
full at the annual rate equal to the U.S. Prime Rate as published in the Wall
Street Journal on the first business day of such deferral plus two percent
(2%) including the date of the payment in full on the basis of a 365-day year
and the actual number of days elapsed during the deferral. The timing of the
Company's contingent payment obligations with respect to the former shareholders
of LipoSonix, Inc. and other terms of the Purchase Agreement remain unchanged.
Additional details of the Purchase Agreement were previously disclosed in Current Reports on Form 8-K filed with the Securities and Exchange Commission on September 15, 2011 and November 1, 2011, under Item 1.01, "Entry into a Material Definitive Agreement".
The foregoing description of the Amendment does not purport to be complete and is subject to, and qualified in its entirety by, reference to the full text of the Amendment, which is filed hereto as Exhibit 10.1.
(d) Exhibits.
Exhibit
No. Description
10.1 Amendment to Stock Purchase Agreement between Solta Medical, Inc. and
Medicis Pharmaceutical Corporation dated August 21, 2012.
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