8-K 1 q22013pressrelease8k.htm 8-K Q2 2013 press release 8k


 



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):  August 1, 2013

 CATAMARAN CORPORATION
(Exact name of registrant as specified in its charter)
 
Commission File Number:  000-52073
 
Yukon Territory, Canada
  
98-0167449
(State or other jurisdiction of incorporation)
  
(IRS Employer Identification No.)
 
  
 
 
2441 Warrenville Road, Suite 610
Lisle, Illinois 60532-3246
(Address of principal executive offices, including zip code)
 
(800) 282-3232
(Registrant's telephone number, including area code)
 
 
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:
[ ]   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ]   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



 





    
Item 2.02.     Results of Operations and Financial Condition.
On August 1, 2013, the registrant announced its earnings for the three and six months ended June 30, 2013. Further details are described in the press release issued by the registrant on August 1, 2013 and furnished as Exhibit 99.1 hereto and incorporated herein by reference.
 
                The information contained in, or incorporated into, this Item 2.02, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference to such filing.

Item 7.01    Regulation FD Disclosure

On August 1, 2013, the registrant issued a press release announcing the entry into a definitive purchase agreement to acquire all of the outstanding limited liability company interests of Restat, LLC, in exchange for $409.5 million in cash, subject to certain customary post-closing adjustments. A copy of the press release is attached to this report as Exhibit 99.2 and is incorporated herein by reference.

The information disclosed in this Item 7.01, including Exhibit 99.2 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference into any filing made under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.

Item 9.01.     Financial Statements and Exhibits.
    
(d)        Exhibits

Exhibit No.
Description
99.1

Results of operations press release issued August 1, 2013
99.2

Restat, LLC acquisition press release issued August 1, 2013

    






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.

 
CATAMARAN CORPORATION
 
 
Dated: August 1, 2013
By:
/s/ Jeffrey Park
 
 
Name: Jeffrey Park
 
 
Title: Chief Financial Officer






EXHIBIT INDEX


Exhibit No.
Description
99.1

Results of operations press release issued August 1, 2013
99.2

Restat, LLC acquisition press release issued August 1, 2013