-----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, KNjC8y4T/sJTIAH5ui3BxasvrG9+OSGKrdTAy6lDSlCS9jmUsWUhHkQKWiw/v8VM XsSEemTpYAmhuwK86uY/eA== 0001181431-09-011011.txt : 20090224 0001181431-09-011011.hdr.sgml : 20090224 20090224161012 ACCESSION NUMBER: 0001181431-09-011011 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090224 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090224 DATE AS OF CHANGE: 20090224 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MYRIAD GENETICS INC CENTRAL INDEX KEY: 0000899923 STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835] IRS NUMBER: 870494517 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-26642 FILM NUMBER: 09631010 BUSINESS ADDRESS: STREET 1: 320 WAKARA WAY CITY: SALT LAKE CITY STATE: UT ZIP: 84108 MAIL ADDRESS: STREET 1: 320 WAKARA WAY CITY: SALT LAKE CITY STATE: UT ZIP: 84108 8-K 1 rrd234425.htm FORM 8-K Prepared By R.R. Donnelley Financial -- Form 8-K
 
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):  02/24/2009
 
Myriad Genetics, Inc.
(Exact name of registrant as specified in its charter)
 
Commission File Number:  0-26642
 
Delaware
  
87-0494517
(State or other jurisdiction of
  
(IRS Employer
incorporation)
  
Identification No.)
 
320 Wakara Way
Salt Lake City, Utah 84108
(Address of principal executive offices, including zip code)
 
801-584-3600
(Registrant’s telephone number, including area code)
 
(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:

[  ]   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 8.01.    Other Events
 
On February 24, 2009, Myriad Genetics, Inc. announced that its Board of Directors has approved a two-for-one split of the Company's common stock, effected in the form of a stock dividend. The stock dividend is payable on March 25, 2009 to shareholders of record at the close of business on March 9, 2009. The information in the press release dated February 24, 2009 is incorporated herein by reference and attached to this Current Report on Form 8-K as Exhibit 99.1 hereto.
 
 
Item 9.01.    Financial Statements and Exhibits
 
(d)        

Exhibit                         

Number         Description

99.1               The Registrant's press release dated February 24, 2009 concerning a two-for-one stock split in the form of a dividend.

 

 

Signature(s)
 
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.
 
     
 
Myriad Genetics, Inc.
 
 
Date: February 24, 2009
     
By:
 
/s/    Peter D. Meldrum

               
Peter D. Meldrum
               
President and Chief Executive Officer
 
 


 

Exhibit Index
 
Exhibit No.

  
Description

EX-99.1
  
The Registrant's press release dated February 24, 2009 concerning a two-for-one stock split in the form of a dividend.
EX-99.1 2 rrd234425_27514.htm THE REGISTRANT'S PRESS RELEASE DATED FEBRUARY 24, 2009 CONCERNING A TWO-FOR-ONE STOCK SPLIT IN THE FORM OF A DIVIDEND. Contact:

 

Contact:

Suzanne Barton

Director, Investor Relations

(801) 584-1138

Email: sbarton@myriad.com

www.myriad.com

FOR IMMEDIATE RELEASE 2/24/09, 4:00 PM EST

Myriad Genetics Announces 2-for-1 Stock Split

Salt Lake City, February 24, 2009 -- Myriad Genetics, Inc. (NASDAQ: MYGN) announced today that its Board of Directors has approved a two-for-one split of the Company's common stock, effected in the form of a stock dividend.

The stock dividend is payable on March 25, 2009 to shareholders of record at the close of business on March 9, 2009. Shareholders will receive one additional share for every outstanding share held. As a result of the stock split, the total number of outstanding shares will increase to approximately 95,000,000.

"We are encouraged with the growing number of healthcare professionals that are recognizing the value of our personalized medical information - both before and after a patient is diagnosed with cancer," said Peter D. Meldrum, President and Chief Executive Officer of Myriad Genetics, Inc. "This action also underscores our commitment to provide additional marketability and liquidity for the company's shares, which may serve to broaden the Company's shareholder base."

Effect of Stock Split on the Proposed Spin-Off of Myriad Pharmaceuticals

As previously announced, Myriad Genetics intends to spin off its research and drug development businesses during the second calendar quarter of 2009. As initially proposed, for each share of Myriad Genetics' stock, shareholders will receive an additional one half share in Myriad Pharmaceuticals in the form of a dividend. Giving effect to the two-for-one stock split, it is anticipated that Myriad Genetics shareholders will now receive one quarter share of Myriad Pharmaceuticals for each share of Myriad Genetics owned. It is still anticipated that the stock distribution will be tax free to shareholders.

About Myriad Genetics

Myriad Genetics, Inc. is a leading healthcare company focused on the development and marketing of novel molecular diagnostic and therapeutic products. Myriad's news and other information are available on the Company's Web site at www.myriad.com.

Myriad, the Myriad logo, BRACAnalysis, Colaris, Colaris AP, Melaris, TheraGuide, Prezeon, Azixa and Vivecon are trademarks or registered trademarks of Myriad Genetics, Inc. in the United States and foreign countries. MYGN-G

This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, including statements relating to the two-for-one stock split in the form of a stock dividend payable on March 25, 2009 to shareholders of record at the close of business on March 9, 2009; the receipt by the Company's shareholders of one additional share for every outstanding share; the number of outstanding shares increasing to 95,000,000 as a result of the stock split; the effect of the stock split to provide additional marketability and liquidity for the Company's shares and to broaden the Company's shareholder base; the Company's intent to spin off its research and drug development businesses during the second calendar quarter of 2009; the receipt of the Company's shareholders of one quarter share of Myriad Pharmaceuticals for each owned share of Myriad Genetics; and the anticipation that the stock distribution wil l be tax free to the shareholders. These forward looking statements are based on management's current expectations of future events and are subject to a number of risks and uncertainties that could cause actual results to differ materially and adversely from those set forth in or implied by forward-looking statements. These risks and uncertainties include, but are not limited to: the risk that we may be unable to further identify, develop and achieve commercial success for new products and technologies; the risk that we may be unable to discover drugs that are safer and more efficacious than our competitors; the risk that we may be unable to develop manufacturing capability for approved products; the risk that sales of our existing molecular diagnostic products may decline or not continue to increase at historical rates; the risk that we may be unable to develop additional molecular diagnostic products that help assess which patients are subject to greater risk of developing diseases and who would therefor e benefit from new preventive therapies; the possibility of delays in the research and development necessary to select drug development candidates and delays in clinical trials; the risk that clinical trials may not result in marketable products; the risk that we may be unable to successfully finance and secure regulatory approval of and market our drug candidates, or that clinical trials will not be completed on the timelines we have estimated; uncertainties about our ability to obtain new corporate collaborations and acquire new technologies on satisfactory terms, if at all; the development of competing products and services; the risk that we may be unable to protect our proprietary technologies; the risk of patent-infringement claims; risks of new, changing and competitive technologies and regulations in the United States and internationally; and other factors discussed under the heading "Risk Factors" contained in Item 1A in our Annual Report on Form 10-K for the year ended June 30, 2008, which has been filed with the Securities and Exchange Commission, as well as any updates to those risk factors filed from time to time in our Quarterly Reports on Form 10-Q or Current Reports on Form 8-K. All information in this press release is as of the date of the release, and Myriad undertakes no duty to update this information unless required by law.

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