form8k-89258_cnmd.htm
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): January 31, 2008
CONMED
CORPORATION
(Exact
name of registrant as specified in its charter)
New
York
|
0-16093
|
16-0977505
|
(State
or other jurisdiction of
|
(Commission
|
(I.R.S.
Employer
|
incorporation
or organization)
|
File
Number)
|
Identification
No.)
|
525
French Road
Utica,
New York
13502
(Address
of principal executive offices, including zip code)
(315)
797-8375
(Registrant's
telephone number, including area code)
Check
the appropriate box below if the
Form 8-K filing is intended to simultaneously satisfy the filing obligations
of
the registrant under any of the following provisions (See General Instruction
A.2 below):
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 1.01
Entry into a Material Definitive Agreement; Item 2.03 Creation of a Direct
Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
of
a Registrant.
On
January 31, 2008, CONMED Corporation (the "Registrant") and its subsidiary,
CONMED Receivables Corporation, entered into the fourth amendment (the
"Amendment") to the Amended and Restated Receivables Purchase Agreement dated
as
of October 23, 2003 among CONMED Receivables Corporation, the Registrant and
Bank of America, N.A., which is Exhibit 10.17 to the Company's Annual Report
on
Form 10-K for the year ended December 31, 2006. The Amendment, among
other matters, extended the commitment termination date for the receivables
securitization from October 31, 2008 until October 31, 2009.
Bank
of
America, N.A., as the purchaser under the Receivables Purchase Agreement, and
its affiliates, have in the past provided, and may in the future provide,
investment banking, underwriting, lending, commercial banking and other advisory
services to the Registrant and its subsidiaries. Bank of America,
N.A. has received, and may in the future receive, customary compensation from
the Registrant and its subsidiaries for such services.
The
foregoing description of the Receivables Purchase Agreement and related matters
is qualified in its entirety by reference to the Receivables Purchase Agreement,
which will be filed as Exhibit 10.1 hereto and incorporated herein by
reference.
Section
9
Financial Statements
and
Exhibits
Item
9.01
Financial Statements
and
Exhibits.
The
following exhibit is included
herewith:
|
Exhibit
No.
|
Description
of
Exhibit
|
|
10.1
|
Amended
and Restated Receivables Purchase Agreement dated January 31, 2008.
|
Signature
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.
|
CONMED
CORPORATION
|
|
(Registrant)
|
|
|
|
|
By:
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Robert D. Shallish, Jr.
|
|
|
Vice
President-Finance
and
|
|
|
Chief
Financial
Officer
|
Date: January
31, 2008