Amendment to Current Report — Form 8-K Filing Table of Contents
Document/ExhibitDescriptionPagesSize 1: 8-K/A Amendment to Current Report HTML 24K
2: EX-23.1 Consent of Experts or Counsel HTML 7K
3: EX-99.1 Miscellaneous Exhibit HTML 101K
4: EX-99.2 Miscellaneous Exhibit HTML 12K
5: EX-99.3 Miscellaneous Exhibit HTML 100K
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Explanatory Note
On January 3, 2017, Natus Medical Incorporated (the “Company”) filed with the Securities and Exchange Commissions (the “SEC”) a Current Report on Form 8-K (the “Original Form 8-K”)
disclosing that it had completed the previously announced acquisition of the GN Otometrics business (“Otometrics”) from GN Store Nord A/S (“GN”).
This Form 8-K/A amends the Original Form 8-K to include the historical audited and unaudited financial statements of Otometrics and the unaudited pro forma financial statements required by Items 9.01(a) and 9.01(b) of Form 8-K that were excluded from the Original Form 8-K in reliance on the instructions to such items. Except as otherwise provided herein, the other disclosures made in the original Form 8-K remain unchanged.
Item 9.01.
Financial Statements
and Exhibits
(a) Financial Statements of the Business Acquired.
The audited financial statements of Otometrics for the year ended December 31, 2015 and unaudited financial statements of Otometrics for the six months ended June 30, 2016 as required by this Item 9.01(a) are attached as Exhibits 99.1 and 99.2 hereto, respectively.
The Consent of Independent Auditors, issued by Ernst & Young P/S, dated March 20, 2017, relating to Otometrics's audited financial statements described above, is attached hereto in Exhibit 99.1.
(b) Pro forma financial
information.
The unaudited pro forma financial statements for the Company, after giving effect to the acquisition of Otometrics and adjustments described in such pro forma financial statements, is attached hereto as Exhibit 99.3.
(c) Exhibits.
Exhibit No.
Description
23.1
Consent
of Independent Auditor, Ernst & Young P/S.
99.1
Audited combined financial statements of Otometrics as of and for the year ended December 31, 2015 and the notes related thereto.
99.2
Unaudited condensed combined financial statements of Otometrics as of and for the six month period ended June 30, 2016.
99.3
Unaudited
pro forma balance sheet and unaudited pro forma statement of income as of and for the year ended December 31, 2016.
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.