8-K 1 v088811_8k.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 8-K


CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934


Date of Report (Date of earliest event reported): September 26, 2007
 

Kensey Nash Corporation
(Exact name of registrant as specified in its charter)


Delaware
0-27120
36-3316412
(State or other jurisdiction
(Commission File Number)
(IRS Employer Identification No.)
of incorporation or organization)
   
 
735 Pennsylvania Drive, Exton, Pennsylvania 19341
(Address of principal executive offices and zip code)


Registrant's telephone number, including area code: (484) 713-2100
 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

 
Item 7.01. Regulation FD Disclosure.

On September 26, 2007, the Company issued a press release reporting, among other things, the accelerated vesting (and charges related thereto) of all outstanding unvested stock options, stock appreciation rights and restricted stock held by officers, employees, directors and others, as a result of the acquisition of more than 20% of the Company’s common stock by Ramius Capital Group, L.L.C. and its affiliates on August 30, 2007. A copy of the press release is filed as Exhibit 99.1 to this Current Report and is incorporated herein by reference.

The information in this Form 8-K (including the exhibit hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d)  Exhibits

99.1  Press Release of Kensey Nash Corporation dated September 26, 2007.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
     
  KENSEY NASH CORPORATION
 
 
 
 
 
 
  By:   /s/ Wendy F. DiCicco
 
Wendy F. DiCicco, CPA
  Chief Financial Officer
 
Dated: September 27, 2007

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