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): February 15, 2006
CONCEPTUS, INC.
(Exact name of registrant as specified in charter)
|
Delaware |
|
000-27596 |
|
94-3170244 |
|
(State or other jurisdiction of |
|
(Commission file number) |
|
(I.R.S. employer |
331 East Evelyn Avenue
Mountain View, CA 94041
(Address of principal executive offices) (Zip code)
Registrant’s telephone number, including area code: (650) 962-4000
o Written communications pursuant to Rule 425 under the Securities Act (17CFR 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 2.02. |
RESULTS OF OPERATIONS AND FINANCIAL CONDITION. |
On February 15, 2006, the Registrant publicly disseminated a press release announcing certain financial results for fiscal year 2005 and for the three months ended December 31, 2005, as well as financial guidance for fiscal year 2006. The foregoing description is qualified in its entirety by reference to the Registrant’s Press Release dated February 15, 2006, a copy of which is attached hereto as Exhibit 99.1.
|
ITEM 8.01. |
OTHER EVENTS. |
On February 15, 2006, the Registrant publicly disseminated a press release announcing certain financial results for fiscal year 2005 and for the three months ended December 31, 2005, as well as financial guidance for fiscal year 2006. The foregoing description is qualified in its entirety by reference to the Registrant’s Press Release dated February 15, 2006, a copy of which is attached hereto as Exhibit 99.1.
Forward-Looking Statements. This report includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or the negative of those terms and other comparable terminology. These statements reflect only management’s current expectations. Important factors that could cause actual results to differ materially from the forward-looking statements we make or incorporate by reference in this report are set forth under the heading “Risk Factors” in our most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q, as may be updated from time to time by our future filings under the Securities Exchange Act. If one or more of these risks or uncertainties materialize, or if any underlying assumptions prove incorrect, our actual results, performance or achievements may vary materially from any future results, performance or achievements expressed or implied by these forward-looking statements.
|
ITEM 9.01 |
FINANCIAL STATEMENTS AND EXHIBITS. |
|
Exhibits |
|
|
||
|
|
|
|
|
|
|
|
Exhibit No. |
|
Description |
|
|
|
|
|
|
|
|
|
|
99.1 |
|
Press Release dated February 15, 2006 |
|
|
|
99.2 |
|
Press Release dated February 15, 2006 |
2
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.
|
|
CONCEPTUS, INC. |
|||
|
|
(Registrant) |
|||
|
|
|
|||
|
|
|
|
||
|
|
By: |
/s/ |
Gregory E. Lichtwardt |
|
|
|
|
Gregory E. Lichtwardt |
||
|
|
|
Executive Vice President, Treasurer |
||
|
|
|
and Chief Financial Officer |
||
Dated: February 15, 2006
3