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PODD > SEC Filings for PODD > Form 8-K on 20-May-2013All Recent SEC Filings

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Unregistered Sale of Equity Securities

Item 3.02. Unregistered Sales of Equity Securities.
On May 15, 2013, Insulet Corporation (the "Company") entered into an exchange agreement with an existing holder of the Company's 5.375% Convertible Senior Notes due 2013 (the "Notes") whereby the Company agreed to purchase $13 million aggregate principal amount of Notes from such holder, in exchange for 620,122 shares of the Company's common stock, par value $0.001 per share ("Common Stock"), and $293,087 in cash (representing accrued and unpaid interest on such Notes). The transaction contemplated by the exchange agreement closed on May 20, 2013.
The issuance of Common Stock in connection with the exchange agreement was made pursuant to an exemption from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), contained in Section 3(a)(9) of the Securities Act, on the basis that the exchange constitutes an exchange with an existing holder exclusively where no commission or other remuneration is paid or given directly or indirectly for soliciting such exchange.
This current report on Form 8-K does not constitute an offer to exchange the Notes or other securities of the Company for Common Stock or other securities of the Company.

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