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MAKO > SEC Filings for MAKO > Form 8-K/A on 20-Dec-2013All Recent SEC Filings

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Form 8-K/A for MAKO SURGICAL CORP.


20-Dec-2013

Completion of Acquisition or Disposition of Assets, Financial Statements an


Item 2.01. Completion of Acquisition or Disposition of Assets.

As disclosed in its Current Report on Form 8-K filed with the Securities and Exchange Commission on October 8, 2013 (the "Original Form 8-K"), on October 8, 2013, the Company completed the acquisition of substantially all of the business of Pipeline Biomedical Holdings, Inc. ("Pipeline") dedicated to the design, development, manufacture and commercialization of orthopedic devices and related instruments for use with robotic devices and manual medical procedures, pursuant to an Asset Purchase Agreement (the "Purchase Agreement") with Pipeline (the "Transaction"). The business acquired in the Transaction consists of Pipeline Orthopedics, LLC ("Pipeline Orthopedics"), a wholly owned subsidiary of Pipeline, excluding certain assets and liabilities of Pipeline Orthopedics that the Company did not acquire in the Transaction, including cash and cash equivalents, accounts receivable, certain prepaid and other current assets, other assets, accounts payable and other accrued liabilities as described in Exhibit 99.3.

This Form 8-K/A amends the Original Form 8-K to include (i) unaudited financial statements as of, and for the nine months ended, September 30, 2013 and 2012 of Pipeline Orthopedics, (ii) audited financial statements as of, and for the years ended, December 31, 2012 and 2011 of Pipeline Orthopedics, and (iii) unaudited pro forma condensed combined financial information of the Company giving effect to the Transaction, required by items 9.01(a) and 9.01(b) of Form 8-K. This Form 8-K/A and the financial statements attached hereto should be read in conjunction with the Original Form 8-K.



Item 9.01. Financial Statements and Exhibits.

(a) Financial Statements of Businesses Acquired.

1. The unaudited condensed balance sheets of Pipeline Orthopedics as of September 30, 2013 and 2012, and the related unaudited condensed statements of operations, members' equity and cash flows for the nine months ended September 30, 2013 and 2012, and the related notes, are included as Exhibit 99.1 hereto and are incorporated herein by reference.
2. The audited balance sheets of Pipeline Orthopedics as of December 31, 2012 and 2011 and the related statements of operations, members' equity and cash flows for the years ended December 31, 2012 and 2011, and the related notes, are included as Exhibit 99.2 hereto and are incorporated herein by reference.

(b) Pro Forma Financial Information.

The following unaudited pro forma condensed combined financial information of the Company, giving effect to the Transaction, is included in Exhibit 99.3 hereto and is incorporated herein by reference:
1. Unaudited Pro Forma Condensed Combined Balance Sheet as of September 30, 2013;
2. Unaudited Pro Forma Condensed Combined Statement of Operations for the nine months ended September 30, 2013; and
3. Unaudited Pro Forma Condensed Combined Statement of Operations for the year ended December 31, 2012.

(d) Exhibits.

Exhibit No.     Description of Exhibit

    23.1        Consent of EisnerAmper LLP, Independent Auditors.
    99.1        Pipeline Orthopedics, LLC Unaudited Condensed Financial Statements
                for the nine months ended September 30, 2013 and 2012.
    99.2        Pipeline Orthopedics, LLC Audited Financial Statements for the years
                ended December 31, 2012 and 2011.
    99.3        Unaudited Pro Forma Condensed Combined Financial Information.


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