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) June 20, 2013
CANTEL MEDICAL CORP.
(Exact name of registrant as specified in its charter)
Delaware |
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001-31337 |
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22-1760285 |
(State or other jurisdiction |
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(Commission |
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(IRS Identification |
of incorporation) |
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File Number) |
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Number) |
150 Clove Road, Little Falls, New Jersey |
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07424 |
(Address of principal executive offices) |
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(Zip Code) |
Registrants telephone number, including area code: (973) 890-7220
(Former name or former address, if changed since last report)
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:
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 8.01 Other Events
On June 20, 2013, the Board of Directors declared a 3-for-2 stock split to be effected as a stock dividend of three shares for each two shares issued and outstanding, payable Friday, July 12, 2013 to the holders of record of Cantels common stock as of the close of business on Monday, July 1, 2013. The Company will make cash payments based upon the closing price of Cantels shares on the record date in lieu of the issuance of fractional shares.
In addition, the Board of Directors authorized a regular semiannual cash dividend payable on each outstanding share of the Companys Common Stock. Giving effect to the 3-for-2 stock split, the dividend will be $0.037 per share and will be payable on Wednesday, July 31, 2013 to shareholders of record at the close of business on Tuesday, July 23, 2013.
A copy of the press release announcing the stock split and cash dividend, and a corrective press release related to the record date of the cash dividend, are included with this Report as Exhibit 99.1 and 99.2.
Item 9.01 Financial Statements, Pro-Forma Financial Information and Exhibits
(d) Exhibit 99.1 Press release of Registrant dated June 20, 2013.
Exhibit 99.2 Press release of Registrant dated June 21, 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 thereunto duly authorized.
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CANTEL MEDICAL CORP. | |
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By: |
/s/ Andrew A. Krakauer |
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Andrew A. Krakauer |
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President and CEO |
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Dated: June 21, 2013 |
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Exhibit 99.1
CANTEL MEDICAL CORP.
150 Clove Road
Little Falls, New Jersey 07424
FOR IMMEDIATE RELEASE
Contact: |
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Andrew A. Krakauer |
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Richard E. Moyer |
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President and CEO |
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Cameron Associates, Inc. |
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Cantel Medical Corp. |
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richard@cameronassoc.com |
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Phone: 973-890-7220 |
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Phone: 212-554-5466 |
CANTEL MEDICAL BOARD OF DIRECTORS
ANNOUNCES 3-FOR-2 STOCK SPLIT AND
AUTHORIZES REGULAR SEMIANNUAL DIVIDEND
LITTLE FALLS, New Jersey (June 20, 2013) ... CANTEL MEDICAL CORP. (NYSE:CMN) announced today that its Board has declared a 3-for-2 stock split to be effected as a stock dividend of three shares for each two shares issued and outstanding, payable Friday, July 12, 2013 to the holders of record of Cantels common stock as of the close of business on Monday, July 1, 2013. The Company will make cash payments based upon the closing price of Cantels shares on the record date in lieu of the issuance of fractional shares.
In addition, the Board of Directors authorized a regular semiannual cash dividend payable on each outstanding share of the Companys Common Stock. Giving effect to the 3-for-2 stock split, the dividend will be $0.037 per share and will be payable on Wednesday, July 31, 2013 to shareholders of record at the close of business on Wednesday, July 17, 2013.
Andrew A. Krakauer, President and CEO, said, the stock split reflects our confidence in the future operating results and cash flows of the Company, as well as our ongoing determination to build long-term shareholder value. The stock split will increase the float and provide greater liquidity for shareholders.
Cantel Medical Corp. (NYSE:CMN) is a leading provider of infection prevention and control products in the healthcare market. Our products include water purification equipment, sterilants, disinfectants and cleaners, specialized medical device reprocessing systems for endoscopy and renal dialysis, disposable infection control products primarily for dental and GI endoscopy markets, dialysate concentrates and other dialysis supplies, hollow fiber membrane filtration and separation products for medical and non-medical applications, and specialty packaging for infectious and biological specimens. We also provide technical maintenance for our products and offer compliance training services for the transport of infectious and biological specimens.
Exhibit 99.2
CANTEL MEDICAL CORP.
150 Clove Road
Little Falls, New Jersey 07424
FOR IMMEDIATE RELEASE
Contact: |
Andrew A. Krakauer |
Richard E. Moyer |
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President and CEO |
Cameron Associates, Inc. |
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Cantel Medical Corp. |
richard@cameronassoc.com |
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Phone: 973-890-7220 |
Phone: 212-554-5466 |
RECORD DATE OF CANTEL MEDICALS REGULAR SEMIANNUAL DIVIDEND CHANGED TO JULY 23, 2013
LITTLE FALLS, New Jersey (June 21, 2013) ... CANTEL MEDICAL CORP. (NYSE:CMN) announced today that, further to its press release dated June 20, 2013, the record date for the regular semiannual cash dividend to be paid by the Company on July 31, 2013 has been changed from July 17, 2013 to July 23, 2013 in order to meet technical rules of the NYSE.
Cantel Medical Corp. (NYSE:CMN) is a leading provider of infection prevention and control products in the healthcare market. Our products include water purification equipment, sterilants, disinfectants and cleaners, specialized medical device reprocessing systems for endoscopy and renal dialysis, disposable infection control products primarily for dental and GI endoscopy markets, dialysate concentrates and other dialysis supplies, hollow fiber membrane filtration and separation products for medical and non-medical applications, and specialty packaging for infectious and biological specimens. We also provide technical maintenance for our products and offer compliance training services for the transport of infectious and biological specimens.