Amendment: OraSure Technologies Inc. filed SEC Form 8-K: Financial Statements and Exhibits
$OSUR
Medical/Dental Instruments
Health Care
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No.2)
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 19, 2024
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EXPLANATORY NOTE
This Amendment No. 2 to the Current Report on Form 8-K/A (this “Form 8-K/A”) is being filed by OraSure Technologies, Inc. (the “Company”) for the purpose of amending and supplementing Item 9.01 of that certain Current Report on Form 8-K filed by the Company with the U.S. Securities and Exchange Commission (the “SEC”) on December 26, 2024, as amended by Amendment No. 1 to the Current Report on Form 8-K/A filed with the SEC on March 7, 2025 (collectively, the “Prior Form 8-K”), in which the Company announced that on December 19, 2024 (the “Effective Date”), the Company had acquired Sherlock Biosciences, Inc. (“Sherlock”) pursuant to that certain Agreement and Plan of Merger, dated as of the Effective Date (the “Merger Agreement”) by and among the Company, Project Watson Merger Sub, Inc. (“Merger Sub”), Sherlock, and Mr. Paul Meister, solely in his capacity as representative of the security holders of Sherlock for certain purposes described in the Merger Agreement.
The text of the Prior Form 8-K is incorporated herein by reference. Capitalized terms not otherwise defined herein shall have the respective meanings ascribed to them in the Prior Form 8-K.
The pro forma financial information included in this report has been presented for informational purposes only. It does not purport to represent the actual results of operations that the Company and Sherlock would have achieved had the companies been combined during the periods presented in the pro forma financial information and is not intended to project the future results of operations that the combined company may achieve.
Item 9.01 – Financial Statements and Exhibits.
Pro forma financial information.
The unaudited pro forma condensed combined financial information giving effect to the Company’s acquisition of Sherlock as of January 1, 2024. The unaudited pro forma condensed combined statements of operations for the Company and Sherlock for the year ended December 31, 2024, together with the notes thereto, are filed as Exhibit 99.1 to this Current Report on Form 8-K/A and are incorporated herein by reference.
(d)Exhibits
| Exhibit Number | Description | |||||||
| 99.1 | ||||||||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |||||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ORASURE TECHNOLOGIES, INC. | ||||||||
| Date: May 9, 2025 | By: | /s/ Carrie Eglinton Manner | ||||||
| Carrie Eglinton Manner | ||||||||
| President and Chief Executive Officer | ||||||||