-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RpJdEk7mcdmk8kwtjZJJWzj6LxFWDIQHnVG/Btf7E+vBiKZWTs+69VVf0zOXdgl6 bgrtuY2JG4bOMDXmTD604g== 0000927016-01-001858.txt : 20010424 0000927016-01-001858.hdr.sgml : 20010424 ACCESSION NUMBER: 0000927016-01-001858 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010419 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010420 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NMT MEDICAL INC CENTRAL INDEX KEY: 0001017259 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 954090463 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-21001 FILM NUMBER: 1607809 BUSINESS ADDRESS: STREET 1: 27 WORMWOOD STREET CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 6177370930 MAIL ADDRESS: STREET 1: 27 WORMWOOD STREET CITY: BOSTON STATE: MA ZIP: 02210 FORMER COMPANY: FORMER CONFORMED NAME: NITINOL MEDICAL TECHNOLOGIES INC DATE OF NAME CHANGE: 19960619 8-K 1 0001.txt FORM 8-K 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): April 19, 2001 NMT Medical, Inc. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) Delaware 000-21001 95-4090463 - -------------------------------------------------------------------------------- (State or other juris- (Commission (IRS Employer diction of incorporation) File Number) Identification No.) 27 Wormwood Street, Boston, Massachusetts 02210-1625 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (617) 737-0930 N/A - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Item 5. Other Events. ------------ On April 19, 2001, NMT Medical, Inc. (the "Company") issued a press release announcing that it recently received notice from the Nasdaq National Market (the "NNM") that the Nasdaq Listing Qualifications Panel (the "Panel") of the NNM had determined to continue the listing of the Company's common stock on the NNM. This notice follows a hearing before the Panel held on March 22, 2001 where representatives of the Company presented evidence relating to the Company's ongoing ability to meet the NNM's continued listing requirements, including the maintenance of net tangible assets equal to at least $4 million. The Company is obligated to timely file its Quarterly Report on Form 10-Q relating to the quarter ended March 31, 2001 with the SEC and Nasdaq, and until this filing, provide the Panel prompt notification of any significant events involving the Company. The Nasdaq Marketplace Rules provide that the Nasdaq Listing and Hearing Review Council (the "Council") may, on its own motion, determine to review this Panel decision at any time until May 28, 2001. In the event of such a review, there can be no assurance that the Council will affirm the Panel's determination relating to the Company's continued listing on the NNM. The Company's press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. ------------------------------------------------------------------ (c) Exhibits Exhibit No. Description - ----------- ----------- 99.1 Press Release, dated April 19, 2001, announcing receipt of the Nasdaq letter regarding determination of continued listing. 2 SIGNATURE 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. Date: April 20, 2001 NMT Medical, Inc. ----------------- (Registrant) By: /s/ Richard E. Davis ---------------------- Name: Richard E. Davis Title: Vice President and Chief Financial Officer 3 EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99.1 Press Release, dated April 19, 2001, announcing receipt of the Nasdaq letter regarding determination of continued listing. EX-99 2 0002.txt PRESS RELEASE 04/19/01, RECEIPT OF THE NASDAQ LETT Exhibit 99.1 NMT MEDICAL, INC. 27 Wormwood Street BOSTON, MA 02210-1625 (NASDAQ/NMS:NMTI) AT THE COMPANY AT THE FINANCIAL RELATIONS BOARD - -------------- -------------------------------- Richard E. Davis General Info: Paula Schwartz Vice President and Chief Financial Officer Analyst Info: Julie Tu (617) 737-0930 Media Info: Dave Closs (212) 661-8030 FOR IMMEDIATE RELEASE - --------------------- April 19, 2001 NMT MEDICAL ANNOUNCES FAVORABLE NASDAQ NATIONAL MARKET CONTINUED LISTING ------------------------------------------------------------------------ DETERMINATION -------------- BOSTON, MA, APRIL 19, 2001-- NMT Medical, Inc. (Nasdaq/NMS:NMTI) announced today that it recently received notice from the Nasdaq National Market (the "NNM") that the Nasdaq Listing Qualifications Panel (the "Panel") of the NNM had determined to continue the listing of the Company's common stock on the NNM. This notice follows a hearing before the Panel held on March 22, 2001 where representatives of the Company presented evidence relating to the Company's ongoing ability to meet the NNM's continued listing requirements, including the maintenance of net tangible assets equal to at least $4 million. The Company is obligated to timely file its Quarterly Report on Form 10-Q relating to the quarter ended March 31, 2001 with the SEC and Nasdaq, and until this filing, provide the Panel prompt notification of any significant events involving the Company. The Nasdaq Marketplace Rules provide that the Nasdaq Listing and Hearing Review Council (the "Council") may, on its own motion, determine to review this Panel decision at any time until May 28, 2001. In the event of such a review, there can be no assurance that the Council will affirm the Panel's determination relating to the Company's continued listing on the NNM. Commenting on the Panel's decision, John E. Ahern, the Company's President and Chief Executive Officer, stated that, "We are very pleased that the Panel agreed with our assessment of the Company's financial health and its ability to meet the NNM's continued listing requirements. The entire NMT management team is committed to continue our operating momentum and to take the steps necessary to keep NMT listed on the NNM." NMT Medical designs, develops and markets innovative medical devices that utilize advanced technologies and are delivered by minimally invasive procedures. The Company's products are designed to offer alternative approaches to existing complex treatments, thereby reducing patient trauma, shortening procedure, hospitalization and recovery times, and lowering overall treatment costs. The Company's cardiovascular business unit provides the interventional cardiologist, interventional radiologist, and vascular surgeon with proprietary catheter-based implant technologies that minimize or prevent the risk of embolic events. The cardiovascular business unit also serves the pediatric interventional cardiologist with a broad range of cardiac septal repair implants delivered with nonsurgical catheter techniques. The NMT neurosciences business unit serves the needs of neurosurgeons with a range of implantable and single- use products, including cerebral spinal fluid shunts, external drainage products, and the Spetzler(TM) Titanium Aneurysm Clip. This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements, including statements regarding the potential of the Company's CardioSEAL technology in treating PFOs, involve known and unknown risks, uncertainties or other factors which may cause actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Factors that might cause such a difference include, but are not limited to, those discussed under the heading "Certain Factors That May Affect Future Results" included in the Management's Discussion and Analysis of Financial Condition and Results of Operations in the Company's Annual Report on Form 10-K for the year ended December 31, 2000 and subsequent filings with the Securities and Exchange Commission. # # # To receive NMT Medical's latest news release and other corporate documents via FAX - at no cost - please dial 1.800.PRO-INFO. Enter the Company's symbol NMTI. 2 -----END PRIVACY-ENHANCED MESSAGE-----