-----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, O0ccihJSJCvNG1XC0psg19oIdq5EMulV8zyWX3cqgzaXzRZBcXLx2haWYUw8c2xe vmN2CIf2pDKqMyjdBCK2Qg== 0000950134-04-008293.txt : 20040602 0000950134-04-008293.hdr.sgml : 20040602 20040602154409 ACCESSION NUMBER: 0000950134-04-008293 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20040601 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040602 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ADVANCED NEUROMODULATION SYSTEMS INC CENTRAL INDEX KEY: 0000351721 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 751646002 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-10521 FILM NUMBER: 04844474 BUSINESS ADDRESS: STREET 1: 6501 WINDCREST DRIVE SUITE 100 CITY: PLANO STATE: TX ZIP: 75024 BUSINESS PHONE: 9723098000 MAIL ADDRESS: STREET 1: 6501 WINDCREST DRIVE SUITE 100 CITY: PLANO STATE: TX ZIP: 75024 FORMER COMPANY: FORMER CONFORMED NAME: QUEST MEDICAL INC DATE OF NAME CHANGE: 19920703 8-K 1 d15900e8vk.htm FORM 8-K e8vk
Table of Contents

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 2, 2004 (June 1, 2004)

Advanced Neuromodulation Systems, Inc.


(Exact name of registrant as specified in charter)
         
Texas   0-10521   75-1646002

 
 
 
 
 
(State or Other
Jurisdiction of
Incorporation)
  (Commission File
Number)
  (IRS Employer
Identification No.)

6501 Windcrest Drive, Suite 100
Plano, Texas 75024


(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code:
(972) 309-8000

 


TABLE OF CONTENTS

Item 9. “Regulation FD Disclosure.”
SIGNATURES
INDEX TO EXHIBITS
Press Release


Table of Contents

Item 9. “Regulation FD Disclosure.”

On June 1, 2004, we issued a press release announcing that our Board of Directors has approved the repurchase of up to 1,000,000 shares of our common stock. The release stated that repurchases will be made from time to time in open market purchases or privately negotiated transactions, subject to price and availability, and financed out of working capital. A copy of the press release is attached as Exhibit 99.1.

This press release shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.

 


Table of Contents

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.

                 
Dated:
  June 2, 2004            
 
               
      ADVANCED NEUROMODULATION SYSTEMS, INC.
 
               
      By:   /s/ F. Robert Merrill III
         
 
          Name:   F. Robert Merrill III
          Title:   Executive Vice President, Finance,
              Chief Financial Officer and Treasurer

 


Table of Contents

INDEX TO EXHIBITS

     
Exhibit    
Number
  Description
99.1
  Press Release dated June 1, 2004 (This press release shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act)

 

EX-99.1 2 d15900exv99w1.htm PRESS RELEASE exv99w1
 

Exhibit 99.1

(ANS LOGO)   FOR IMMEDIATE RELEASE

     
Agency Contact:
  Company Contact:
Neil Berkman Associates
  Chris Chavez, President & CEO
(310) 277-5162
  (972) 309-8000
info@BerkmanAssociates.com
  www.ANS-medical.com

Advanced Neuromodulation Systems
Announces Stock Repurchase Plan

     DALLAS, TEXAS, June 1, 2004 — Advanced Neuromodulation Systems, Inc. (ANS) (NASDAQ:ANSI) today announced that its Board of Directors has approved the repurchase of up to 1,000,000 shares of the Company’s common stock. Repurchases will be made from time to time in open market purchases or privately negotiated transactions, subject to price and availability, and financed out of working capital. The company’s common stock is listed on the NASDAQ National Market System.

     Christopher G. Chavez, President and Chief Executive Officer of ANS, said that the Board believes that the company’s stock has traded at very attractive investment levels recently, that the company’s stock is currently undervalued, and that using available working capital to purchase up to 1,000,000 shares would represent the best use of corporate funds in the current environment.

     ANS currently has about 20 million issued and outstanding shares. At March 31, 2004, ANS had total assets of $200 million, of which $93 million is in cash and cash equivalents. ANS has no debt.

About Advanced Neuromodulation Systems

     Advanced Neuromodulation Systems designs, develops, manufactures and markets implantable systems used to manage chronic intractable pain and other disorders of the central nervous system. Forbes magazine recently recognized ANS as one of America’s 200 Best Small Companies and Fortune magazine recently recognized ANS as one of Fortune’s Top 100 Fastest-Growing Small Companies in the United States. Frost & Sullivan, an international strategic market research firm, also recently presented ANS with its Product Innovation Award, recognizing ANS as the technology innovation leader in the neurostimulation market and ANS’ Genesis® Implantable Pulse Generator system as the most advanced fully implantable spinal cord stimulator on the market. Additional information is available at www.ans-medical.com.

“Safe harbor” statement under the Private Securities Litigation Reform Act of 1995:

     Statements contained in this document that are not based on historical facts are “forward-looking statements.” Terms such as “plan,” “should,” “would,” “anticipate,” “believe,” “intend,” “estimate,” “expect,” “predict,” “scheduled,” “new market,” “potential market applications” and similar expressions are intended to identify forward-looking statements. Such statements are by nature subject to uncertainties and risks, including but not limited to: the launch of new competitive products by Medtronic, Advanced Bionics or others, as well as other market factors, could impede growth in or reduce sales of our IPG and RF systems, which could adversely affect our revenues and profitability; continued market acceptance of the Genesis® IPG and GenesisXPTM IPG; competition from Medtronic, Advanced Bionics and future competitors; continued market acceptance of our Renew® system; patient or physician selection of less invasive or less expensive alternatives; adverse changes in coverage or reimbursement amounts by Medicare, Medicaid, private insurers, managed care organizations or workers’ comp programs; intellectual property protection and potential infringement issues; the cost, uncertainty and other risks inherent in our intellectual property litigation against Advanced Bionics; obtaining necessary government approvals for our rechargeable IPGs and other new products or applications and maintaining compliance with FDA product and manufacturing requirements; product liability; reliance on single suppliers for certain components; completion of research and development projects in an efficient and timely manner; the satisfactory completion of clinical trials and/or market tests prior to the introduction of new products; successful integration of acquired businesses, products and technologies; the cost, uncertainty and other risks inherent in patent and intellectual property litigation; international trade risks; and other risks detailed from time to time in the Company’s SEC filings. Consequently, if such management assumptions prove to be incorrect or such risks or uncertainties materialize, anticipated results could differ materially from those forecast in forward-looking statements. Such forward-looking statements speak only as of the date on which they are made and the company does not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of this release.

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