SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE TO
TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934
GLOBAL MED TECHNOLOGIES, INC.
(Name of Subject Company (Issuer))
Atlas Acquisition Corp.
Haemonetics Corporation
(Names of Filing Persons (Offerors))
Common Stock, par value $0.01 per share, and
Series A Convertible Preferred Stock, par value $0.01 per share
(Title of Class of Securities)
37935E101
(CUSIP Number of Class of Securities)
Brian P. Concannon
President and Chief Executive Officer
Haemonetics Corporation
400 Wood Road
Braintree, Massachusetts 02184
(781) 848-7100
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications on Behalf of Filing Persons)
Copies to:
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James S. OShaughnessy, Esq. |
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General Counsel
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Lisa R. Haddad, Esq. |
Haemonetics Corporation
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Goodwin Procter LLP |
400 Wood Road
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53 State Street |
Braintree, Massachusetts 02184
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Boston, Massachusetts 02109 |
(781) 848-7100
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(617) 570-1000 |
CALCULATION OF FILING FEE
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Transaction Valuation* |
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Amount of Filing Fee* |
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Not applicable |
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Not applicable |
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* No filing fee is required because this filing contains only
preliminary communications made before the commencement of a tender
offer. |
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Check the box if any part of the fee is offset as provided by Rule
0-11(a)(2) and identify the filing with which the offsetting fee
was previously paid. Identify the previous filing registration
statement number, or the Form or Schedule and the date of its
filing. |
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Amount Previously Paid:
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Not applicable
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Filing Party:
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Not applicable |
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Form or Registration No.:
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Not applicable
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Date Filed:
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Not applicable |
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Check the box if the filing relates solely to preliminary
communications made before the commencement of a tender offer. |
Check the appropriate boxes below to designate any transactions to which the statement relates:
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third-party tender offer subject to Rule 14d-1. |
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issuer tender offer subject to Rule 13e-4. |
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going-private transaction subject to Rule 13e-3. |
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amendment to Schedule 13D under Rule 13d-2. |
Check the following box if the filing is a final amendment reporting the results of the tender
offer: o
This filing relates solely to preliminary communications made before the commencement of a
tender offer for the outstanding common stock and Series A Convertible Preferred Stock of Global
Med Technologies, Inc., a Colorado corporation (Global Med), by Atlas Acquisition Corp., a
Colorado corporation and a wholly owned subsidiary of Haemonetics Corporation, a Massachusetts
corporation (Haemonetics). A copy of a press release announcing the execution of a definitive
merger agreement under which Haemonetics will acquire Global Med, which was released by Haemonetics
and Global Med on February 1, 2010, is attached as Exhibit 99.1. A copy of an employee
announcement distributed by Haemonetics to its employees on February 1, 2010 is attached as Exhibit
99.2. A copy of a fact sheet prepared by Haemonetics entitled Acquisition of Global Med
Technologies is attached as Exhibit 99.3. A copy of a
form of letter to Haemonetics customers is attached as
Exhibit 99.4. A copy of a document entitled
Customer Talking Points is attached as Exhibit 99.5.
Important Additional Information Will Be Filed with the Securities and Exchange Commission
THIS COMMUNICATION IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT AN OFFER TO BUY OR THE
SOLICITATION OF AN OFFER TO SELL ANY SECURITIES. ATLAS ACQUISITION CORP.S TENDER OFFER FOR THE
SHARES OF GLOBAL MEDS CAPITAL STOCK HAS NOT COMMENCED. THE SOLICITATION AND THE OFFER TO BUY
SHARES OF GLOBAL MEDS CAPITAL STOCK WILL ONLY BE MADE PURSUANT TO A TENDER OFFER STATEMENT ON
SCHEDULE TO, INCLUDING AN OFFER TO PURCHASE AND OTHER RELATED MATERIALS THAT ATLAS ACQUISITION
CORP. INTENDS TO FILE WITH THE SEC. GLOBAL MED WILL FILE A SOLICITATION/RECOMMENDATION STATEMENT
ON SCHEDULE 14D-9. ONCE FILED, GLOBAL MED STOCKHOLDERS SHOULD READ ALL OF THESE MATERIALS
CAREFULLY PRIOR TO MAKING ANY DECISIONS WITH RESPECT TO THE OFFER BECAUSE THEY CONTAIN IMPORTANT
INFORMATION.
ONCE FILED, GLOBAL MED STOCKHOLDERS WILL BE ABLE TO OBTAIN THE TENDER OFFER STATEMENT ON
SCHEDULE TO, THE OFFER TO PURCHASE AND RELATED MATERIALS WITH RESPECT TO THE OFFER, FREE OF CHARGE
AT THE WEBSITE OF THE SEC AT www.sec.gov, FROM THE INFORMATION AGENT NAMED IN THE TENDER OFFER
MATERIALS OR BY SENDING A WRITTEN REQUEST TO ATLAS ACQUISITION CORP. REQUESTS FOR DOCUMENTS FROM
ATLAS ACQUISITION CORP. OR HAEMONETICS CORPORATION SHOULD BE SUBMITTED IN WRITING TO: HAEMONETICS
CORPORATION, ATTN: INVESTOR RELATIONS, 400 WOOD ROAD, BRAINTREE, MASSACHUSETTS 02184. IN ADDITION,
HAEMONETICS CORPORATION AND GLOBAL MED EACH FILE ANNUAL, QUARTERLY AND OTHER REPORTS WITH THE SEC.
COPIES OF THESE REPORTS OR OTHER SEC FILINGS ARE AVAILABLE FOR FREE AT THE SEC PUBLIC REFERENCE
ROOM AT 100 F STREET, NE, WASHINGTON, DC 20549 AND www.sec.gov.