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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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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 22, 2006
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CRYOLIFE, INC.
(Exact name of registrant as specified in its charter)
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FLORIDA 1-13165 59-2417093
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(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
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1655 ROBERTS BOULEVARD, N.W., KENNESAW, GEORGIA 30144
(Address of principal executive office) (zip code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (770) 419-3355
N/A
(Former name or former address, if changed since last report)
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Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
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ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
The information provided pursuant to this Item 2.02 is to be considered
"filed" under the Securities and Exchange Act of 1934 ("Exchange Act") and
incorporated by reference into those filings of CryoLife, Inc. ("CryoLife") that
provide for the incorporation of all reports and documents filed by CryoLife
under the Exchange Act.
On February 22, 2006, CryoLife issued a press release announcing its
financial results for the quarter ended December 31, 2005 and fiscal year 2005.
CryoLife hereby incorporates by reference herein the information set forth in
the press release dated February 22, 2006, a copy of which is attached hereto as
Exhibit 99.1
Except as otherwise provided in the press release, the press release
speaks only as of its the date and shall not create any implication that the
affairs of CryoLife have continued unchanged since that date.
Except for the historical information contained in this report, the
statements made by CryoLife are forward-looking statements that involve risks
and uncertainties. All such statements are subject to the safe harbor created by
the Private Securities Litigation Reform Act of 1995. CryoLife's future
financial performance could differ significantly from the expectations of
management and from results expressed or implied in the press release.
Please refer to the last paragraph of the press release for further
discussion about forward-looking statements. For further information on risk
factors, please refer to "Risk Factors" contained in CryoLife's Form 10-K for
the year ended December 31, 2004, Form S-3 (Registration No. 333-121406), as
filed with the Securities and Exchange Commission ("SEC") and any subsequent SEC
filings. CryoLife disclaims any obligation or duty to update or modify these
forward-looking statements.
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ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Shell Company Transactions.
Not applicable.
(d) Exhibits.
Exhibit Number Description
99.1 Press Release dated February 22, 2006
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
CryoLife, Inc. has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: February 22, 2006 CryoLife, Inc.
By: _/s/_D. Ashlee Lee__________________
Name: D. Ashley Lee
Title: Executive Vice President,
Chief Operating Officer and
Chief Financial Officer
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EXHIBIT INDEX
Exhibit Number Description
99.1 Press Release dated February 22, 2006
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