Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
MYGN > SEC Filings for MYGN > Form 8-K/A on 9-May-2014All Recent SEC Filings

Show all filings for MYRIAD GENETICS INC

Form 8-K/A for MYRIAD GENETICS INC


9-May-2014

Completion of Acquisition or Disposition of Assets, Financial Statements an


ITEM 2.01 Completion of Acquisition or Disposition of Assets.

On February 28, 2014, Myriad Genetics, Inc. ("Myriad") completed the acquisition of privately-held Crescendo Bioscience, Inc. ("Crescendo"), pursuant to the Amended and Restated Agreement and Plan of Merger (the "Merger Agreement"), dated February 2, 2014. Pursuant to the terms of the Merger Agreement, Myriad acquired Crescendo by means of a reverse triangular merger in which Crescendo survived the merger as the surviving corporation and a wholly-owned subsidiary of Myriad.

On February 28, 2014, Myriad filed a Current Report on Form 8-K (the "Initial Form 8-K") reporting its completion of the acquisition. Item 9.01(a) and (b) of the Initial Form 8-K did not include the historical financial statements of Crescendo or the unaudited pro forma combined financial information of Myriad (collectively, the Financial Information), and instead contained an undertaking subsequently to file the Financial Information, as permitted by Sections 9.01(a)(4) and 9.01(b)(2) of Form 8-K. This amendment to the Initial Form 8-K is being filed for the purpose of satisfying Myriad's undertaking to file the Financial Information required by Item 9.01(a) and (b) of Form 8-K, and this amendment should be read in conjunction with Initial Form 8-K.



ITEM 9.01 Financial Statements and Exhibits.

(a) Financial Statements of Business Acquired

The audited financial statements of Crescendo Bioscience, Inc. as of and for the year ended December 31, 2013, as required by this Item 9.01(a), are filed as Exhibit 99.1 to this Current Report on Form 8-K/A and are incorporated by reference herein.

(b) Pro Forma Financial Information

The following unaudited pro forma combined financial statements, together with related explanatory notes, showing the pro forma effect on Myriad's financial statements, after giving effect to Myriad's acquisition of Crescendo and other related pro forma events, are filed as Exhibit 99.2 to this Current Report on Form 8-K/A and are incorporated by reference herein: (i) balance sheet as of December 31, 2013, (ii) statement of income for the six months ended December 13, 2013, and (iii) statement of income for the fiscal year ended June 30, 2013.

(d) Exhibits

Exhibit
Number                                    Description

2.1          Amended and Restated Agreement and Plan of Merger, dated as of
             February 2, 2014, by and among Myriad Genetics, Inc., Myriad
             Crescendo, Inc., Crescendo Bioscience, Inc. and the Representative
             (previously filed as Exhibit 2.1 to the Current Report on Form 8-K
             filed on February 4, 2014 (File No. 000-26642) and incorporated herein
             by reference).

Page 2

--------------------------------------------------------------------------------
23.1    Consent of Independent Auditors for Crescendo Bioscience, Inc. (Ernst &
        Young LLP).

99.1    Audited Financial Statements of Crescendo Bioscience, Inc. as of and for
        the year ended December 31, 2013.

99.2    Unaudited Pro Forma Combined Financial Statements of Myriad Genetics, Inc.
        and Subsidiaries.

  Add MYGN to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for MYGN - All Recent SEC Filings
Copyright © 2014 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.