HESKA CORPORATION (NASDAQ:HSKA) Files An 8-K Other Events

0

HESKA CORPORATION (NASDAQ:HSKA) Files An 8-K Other Events
Item 8.01

Other Events.
As previously disclosed, following the satisfaction of the required performance criteria under the Amended and Restated Operating Agreement (the “Operating Agreement”) of Heska Imaging US, LLC (“Heska Imaging”), the Heska Imaging unit holders who held 45.4% of Heska Imaging that we did not own (the “Imaging Minority”) gave proper notice of their exercise of the put option to sell to us all of the Imaging Minority’s position in Heska Imaging following the audit of our financial statements for 2016. For additional information concerning the ownership of the Imaging Minority, please refer to our definitive proxy statement filed under cover of Schedule 14A on March 24, 2017, under the caption “Significant Relationships and Transactions with Directors, Officers or Principal Stockholders – Related Party Transactions”, which information is incorporated herein by reference. As anticipated, on May 31, 2017, we delivered payment in full for the Imaging Minority’s entire position in Heska Imaging (the “Put Payment”), electing to pay entirely with cash of approximately $13.8 million, which amount was approximately $0.8 million less than the value we could have paid had we determined to deliver a combination of cash and the maximum contractually allowable value of stock. We had the right to deliver up to 55% of the Put Payment in shares of our Public Common Stock, but such stock was to be valued based on 90% of market value and was limited to approximately 650 thousand shares. Following the Put Payment, which was paid with cash on hand and borrowings under our credit facility with Wells Fargo Bank, National Association, effective as of the close of business on May 31, 2017, Heska Imaging became our wholly owned subsidiary.

About HESKA CORPORATION (NASDAQ:HSKA)

Heska Corporation develops, manufactures, markets, sells and supports veterinary products. The Company focuses on the canine and feline companion animal health markets. Its segments include Core Companion Animal Health segment, which includes, primarily for canine and feline use, blood testing instruments and supplies, digital imaging products, software and services, and single use products and services, such as heartworm diagnostic tests, heartworm preventive products, allergy immunotherapy products and allergy testing, and Other Vaccines, Pharmaceuticals and Products segment, which includes private label vaccine and pharmaceutical production, primarily for cattle but also for other animals, including small mammals. It offers blood testing instruments and supplies, digital imaging products, software and services, and single use products and services, such as in-clinic heartworm diagnostic tests, heartworm preventive products, allergy immunotherapy products and allergy testing.