Warsaw-based Zimmer Holdings Inc. (NYSE: ZMH) has agreed to an extension from the European Commission on a deadline to review the proposed $13.4 billion acquisition of Biomet Inc. Zimmer says it still expects to close the deal in the first quarter of 2015 and says extensions are “not uncommon” in transactions of this nature. November 18, 2014
WARSAW, Ind. – Zimmer Holdings, Inc. (NYSE and SIX: ZMH) (“Zimmer”) announced today that it has agreed with the European Commission (the “EC”) to extend the deadline for the EC's review of Zimmer's proposed acquisition of Biomet by a limited number of days in order to provide the EC with certain additional information.
Deadline extensions are not uncommon in such in-depth investigations. Zimmer has been working closely with the regulatory authorities to facilitate their review of the pending transaction and is encouraged by the substantial progress that has been made to date in connection with the overall regulatory process. Zimmer continues to expect to close the transaction in the first quarter of 2015.
Under the previous timeline, the EC had until March 11, 2015 to make a final decision on the proposed transaction. As a result of this extension, the deadline for the EC's final decision will be extended by the limited amount of additional time that Zimmer has agreed to provide to the EC. The transaction also remains subject to the expiration or termination of the applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, approval from the Japan Fair Trade Commission, as well as other customary closing conditions.
Under the terms of the merger agreement announced on April 24, 2014, Zimmer will acquire Biomet in a cash and stock transaction valued at approximately $13.35 billion, including the assumption of net debt.
Additional Information and Where to Find It
Zimmer filed with the SEC, and the SEC declared effective on September 29, 2014, a registration statement on Form S-4 that includes a consent solicitation statement of LVB that also constitutes a prospectus of Zimmer. INVESTORS AND SECURITYHOLDERS OF LVB ARE URGED TO READ THE CONSENT SOLICITATION/PROSPECTUS AND OTHER FILINGS MADE WITH THE SEC IN CONNECTION WITH THE MERGER CAREFULLY AND IN THEIR ENTIRETY, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE MERGER. The registration statement and consent solicitation statement/prospectus and other documents filed by Zimmer with the SEC may be obtained free of charge at the SEC's website at www.sec.gov or from Zimmer at www.zimmer.com. You may also read and copy any reports, statements and other information filed by Zimmer, LVB and Biomet with the SEC at the SEC public reference room at 100 F Street N.E., Room 1580, Washington, D.C. 20549. Please call the SEC at (800) 732-0330 or visit the SEC's website for further information on its public reference room. Certain executive officers and directors of LVB have interests in the proposed transaction that may differ from the interests of stockholders generally, including benefits conferred under retention, severance and change in control arrangements and continuation of director and officer insurance and indemnification.
Source: Zimmer Holdings Inc.