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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Wright Medical Group N.V.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| November 23, 2020 |
Form 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-35065 WRIGHT MEDICAL GROUP N.V. (Exact name of registrant a |
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| November 16, 2020 |
EX-4.1 5 d35139dex41.htm EX-4.1 Exhibit 4.1 EXECUTION VERSION Supplemental Indenture (this “Supplemental Indenture”), dated as of November 11, 2020, among (i) Wright Medical Group N.V., a Dutch public limited company (naamloze vennootschNovember 8, 2020ap) (the “Company”); (ii) Wright Luxembourg S.A., a Luxembourg société anonyme (“Wright Luxembourg”) and a wholly owned subsidiary of the Company; |
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| November 16, 2020 |
Amendment to Articles of Association of Wright Medical Group N.V. EX-3.1 2 d35139dex31.htm EX-3.1 Exhibit 3.1 STATUTENWIJZIGING Op tien november tweeduizend twintig, verschijnt voor mij, mr. dr. Paul Pieter de Vries, notaris te Amsterdam: mevrouw mr. Emma Cecilia Mirjam Hobma, werkzaam bij het kantoor Houthoff in de vestiging te (1082 MA) Amsterdam, Gustav Mahlerplein 50, geboren te Leeuwarden op tweeëntwintig september negentienhonderd drieënnegentig. OVERWEGIN |
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| November 16, 2020 |
Memorandum of Association of Stryker Unite, Ltd. EX-3.2 Exhibit 3.2 BERMUDA THE COMPANIES ACT 1981 MEMORANDUM OF ASSOCIATION OF COMPANY LIMITED BY SHARES Section 7(1) and (2) MEMORANDUM OF ASSOCIATION OF Stryker Unite, Ltd. (hereinafter referred to as “the Company”) 1. The liability of the members of the Company is limited to the amount (if any) for the time being unpaid on the shares respectively held by them. 2. The undersigned, namely, Name a |
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| November 16, 2020 |
Bye-Laws of Stryker Unite, Ltd. EX-3.3 Exhibit 3.3 BYE - LAWS OF STRYKER UNITE, LTD. CERTIFIED that the within-written bye-laws are a true copy of the bye-laws of Stryker Unite, Ltd. (the “Company”) as approved and adopted as the bye-laws of the Company (the “Bye-Laws”) by written resolution constituting the statutory general meeting of the sole member of the Company dated and effective on 17 March 2020. /s/ Laetitia Hupman Laet |
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| November 16, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 10, 2020 WRIGHT MEDICAL GROUP N.V. (Exact name of registrant as specified in its charter) The Netherlands 1-35065 98-0509600 (State or other jurisdiction of incorporation) (C |
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| November 16, 2020 |
EX-4.2 6 d35139dex42.htm EX-4.2 Exhibit 4.2 EXECUTION VERSION Supplemental Indenture (this “Supplemental Indenture”), dated as of November 11, 2020, among (i) Wright Medical Group, Inc., a Delaware corporation (the “Company”); (ii) Wright Medical Group N.V., a Dutch public limited company (naamloze vennootschap) (the “Guarantor”); (iii) Wright Luxembourg S.A., a Luxembourg société anonyme (“Wright |
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| November 12, 2020 |
S-8 POS 1 d68828ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on November 12, 2020 Registration Nos. 333-172553, 333-182452, 333-207230, 333-207231, 333-212381, 333-219112 and 333-232494 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-172553 POST-EFFECTIVE AMENDMENT NO. 2 TO FO |
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| November 12, 2020 |
S-8 POS 1 d68828ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on November 12, 2020 Registration Nos. 333-172553, 333-182452, 333-207230, 333-207231, 333-212381, 333-219112 and 333-232494 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-172553 POST-EFFECTIVE AMENDMENT NO. 2 TO FO |
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| November 12, 2020 |
S-8 POS 1 d68828ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on November 12, 2020 Registration Nos. 333-172553, 333-182452, 333-207230, 333-207231, 333-212381, 333-219112 and 333-232494 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-172553 POST-EFFECTIVE AMENDMENT NO. 2 TO FO |
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| November 12, 2020 |
S-8 POS 1 d68828ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on November 12, 2020 Registration Nos. 333-172553, 333-182452, 333-207230, 333-207231, 333-212381, 333-219112 and 333-232494 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-172553 POST-EFFECTIVE AMENDMENT NO. 2 TO FO |
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| November 12, 2020 |
S-8 POS 1 d68828ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on November 12, 2020 Registration Nos. 333-172553, 333-182452, 333-207230, 333-207231, 333-212381, 333-219112 and 333-232494 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-172553 POST-EFFECTIVE AMENDMENT NO. 2 TO FO |
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| November 12, 2020 |
S-8 POS As filed with the Securities and Exchange Commission on November 12, 2020 Registration Nos. |
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| November 12, 2020 |
S-8 POS 1 d68828ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on November 12, 2020 Registration Nos. 333-172553, 333-182452, 333-207230, 333-207231, 333-212381, 333-219112 and 333-232494 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-172553 POST-EFFECTIVE AMENDMENT NO. 2 TO FO |
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| November 12, 2020 |
POS AM As filed with the Securities and Exchange Commission on November 12, 2020 Registration No. |
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| November 12, 2020 |
EX-99.(A)(5)(S) 3 d27991dex99a5s.htm EX-99.(A)(5)(S) Exhibit (a)(5)(s) 2825 Airview Boulevard Kalamazoo, MI 49002 Date: November 11, 2020 Stryker completes acquisition of Wright Medical Kalamazoo, Michigan – November 11, 2020 – Stryker (NYSE: SYK) announced today that it has completed the previously announced acquisition of Wright Medical Group N.V. (NASDAQ: WMGI), a global medical device company |
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| November 12, 2020 |
SC TO-T/A 1 d27991dsctota.htm SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) (Rule 14d-100) (Amendment No. 19) Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a direct, wholly owned subsidiary of Stryker Delaware, Inc. (Parent of Offeror) a direct, wholly own |
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| November 12, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 19) SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value ?0.03 per share (Title of Class of Securities) |
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| November 12, 2020 |
Press release issued by Stryker, dated November 11, 2020* EX-99.(A)(5)(AA) 5 d37795dex99a5aa.htm EX-99.(A)(5)(AA) Exhibit (a)(5)(AA) 2825 Airview Boulevard Kalamazoo, MI 49002 Date: November 11, 2020 Stryker completes acquisition of Wright Medical Kalamazoo, Michigan – November 11, 2020 – Stryker (NYSE: SYK) announced today that it has completed the previously announced acquisition of Wright Medical Group N.V. (NASDAQ: WMGI), a global medical device comp |
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| November 12, 2020 |
EX-99.(A)(5)(Z) 4 d37795dex99a5z.htm EX-99.(A)(5)(Z) Exhibit (a)(5)Z) NOTICE OF EFFECTIVENESS OF THE SECOND STEP MERGER Dated 11 November 2020 The second-step merger pursuant to which Wright Luxembourg S.A., a Luxembourg société anonyme with its registered office at 6, rue Eugène Ruppert, L-2453 Luxembourg, Grand Duchy of Luxembourg and registered with the registre de commerce et des sociétés of L |
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| November 12, 2020 |
EX-99.(A)(5)(R) 2 d27991dex99a5r.htm EX-99.(A)(5)(R) Exhibit (a)(5)(r) 2825 Airview Boulevard Kalamazoo, MI 49002 Date: November 10, 2020 Stryker Announces Intention to Complete Acquisition of Wright Medical Kalamazoo, Michigan – (November 10, 2020) – Stryker (NYSE: SYK) announced today that it intends to complete the acquisition of Wright Medical Group N.V. (NASDAQ: WMGI) by effectuating the merg |
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| November 12, 2020 |
Notice of Effectiveness of the First-Step Merger issued by the Company, dated November 11, 2020* EX-99.(A)(5)(Y) 3 d37795dex99a5y.htm EX-99.(A)(5)(Y) Exhibit (a)(5)(Y) NOTICE OF EFFECTIVENESS OF THE FIRST STEP MERGER Dated 11 November 2020 The first-step merger pursuant to which Wright Luxembourg S.A., a Luxembourg société anonyme with its registered office at 6, rue Eugène Ruppert, L-2453 Luxembourg, Grand Duchy of Luxembourg and registered with the registre de commerce et des sociétés of Lu |
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| November 12, 2020 |
Press release issued by Stryker, dated November 10, 2020* EX-99.(A)(5)(X) 2 d37795dex99a5x.htm EX-99.(A)(5)(X) Exhibit (a)(5)(X) 2825 Airview Boulevard Kalamazoo, MI 49002 Date: November 10, 2020 Stryker Announces Intention to Complete Acquisition of Wright Medical Kalamazoo, Michigan – (November 10, 2020) – Stryker (NYSE: SYK) announced today that it intends to complete the acquisition of Wright Medical Group N.V. (NASDAQ: WMGI) by effectuating the merg |
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| November 4, 2020 |
SC 14D-9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 18) SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value €0.03 per share (Title of Class of |
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| November 4, 2020 |
EX-99.(A)(5)(Q) 2 d82497dex99a5q.htm EX-99.(A)(5)(Q) Exhibit (a)(5)(Q) 2825 Airview Boulevard Kalamazoo, MI 49002 Press release Date: November 4, 2020 Stryker Announces Receipt of All Required Regulatory Approvals for Proposed Acquisition of Wright Medical Kalamazoo, Michigan – (November 4, 2020) – Stryker (NYSE: SYK) announced today that all required regulatory approvals have been obtained for th |
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| November 4, 2020 |
SC TO-T/A 1 d82497dsctota.htm SC TO-T/A UNITED STATES 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 (Rule 14d-100) (Amendment No. 18) Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a direct, wholly owned subsidiary of Stryker Delaware, Inc. ( |
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| November 2, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 27, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| October 26, 2020 |
Extension Notice of the First-Step Merger issued by the Company, dated October 26, 2020* EX-99.(A)(5)(V) 2 d54281dex99a5v.htm EXHIBIT (A)(5)(V) Exhibit (a)(5)(V) EXTENSION NOTICE OF THE FIRST STEP MERGER Dated 26 October 2020 The first-step merger pursuant to which Wright Luxembourg S.A., a Luxembourg société anonyme with its registered office at 6, rue Eugène Ruppert, L-2453 Luxembourg, Grand Duchy of Luxembourg and registered with the registre de commerce et des sociétés of Luxembou |
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| October 26, 2020 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 17) SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value €0.03 per share (Title of Class of S |
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| October 26, 2020 |
EX-99.(a)(5)(p) Exhibit (a)(5)(p) 2825 Airview Boulevard Kalamazoo, MI 49002 Date: October 26, 2020 Stryker Extends Cash Tender Offer for All Outstanding Shares of Wright Medical Kalamazoo, Michigan – (October 26, 2020) – Stryker (NYSE: SYK) announced today that Stryker B.V., an indirect, wholly owned subsidiary of Stryker, has extended the offering period of its previously announced cash tender o |
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| October 26, 2020 |
SC TO-T/A UNITED STATES 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 (Rule 14d-100) (Amendment No. 17) Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a direct, wholly owned subsidiary of Stryker Delaware, Inc. (Parent of Offeror) a direct, w |
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| October 21, 2020 |
EX-99.(E)(44) 3 d53503dex99e44.htm EXHIBIT (E)(44) Exhibit (e) (44) September 14, 2020 Timothy Lanier 10905 North 137th Street Scottsdale, AZ 85259 RE: Offer of Employment Dear Tim: This letter confirms the terms and conditions of your employment with Stryker Employment Company, LLC (the “Company”), acting through its Trauma & Extremities division, following its acquisition of Wright Medical Group |
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| October 21, 2020 |
EX-99.(E)(45) 4 d53503dex99e45.htm EXHIBIT (E)(45) Exhibit (e) (45) September 14, 2020 Kevin Smith 200 Park Avenue Minneapolis, MN 55415 RE: Offer of Employment Dear Kevin: This letter confirms the terms and conditions of your employment with Stryker Employment Company, LLC (the “Company”), acting through its Trauma & Extremities division, following its acquisition of Wright Medical Group N.V. (“W |
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| October 21, 2020 |
EX-99.(D)(3) 2 d74661dex99d3.htm EX-99.(D)(3) Exhibit (d)(3) September 14, 2020 RE: Offer of Employment Dear Patrick: This letter confirms the terms and conditions of your employment with Stryker Employment Company, LLC (the “Company”), acting through its Trauma & Extremities division, following its acquisition of Wright Medical Group N.V. (“Wright”) in accordance with the terms of that certain Pu |
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| October 21, 2020 |
EX-99.(D)(5) 4 d74661dex99d5.htm EX-99.(D)(5) Exhibit (d)(5) September 14, 2020 RE: Offer of Employment Dear Kevin: This letter confirms the terms and conditions of your employment with Stryker Employment Company, LLC (the “Company”), acting through its Trauma & Extremities division, following its acquisition of Wright Medical Group N.V. (“Wright”) in accordance with the terms of that certain Purc |
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| October 21, 2020 |
SC 14D-9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 16) SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value €0.03 per share (Title of Class of |
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| October 21, 2020 |
EX-99.(d)(4) Exhibit (d)(4) September 14, 2020 RE: Offer of Employment Dear Tim: This letter confirms the terms and conditions of your employment with Stryker Employment Company, LLC (the “Company”), acting through its Trauma & Extremities division, following its acquisition of Wright Medical Group N.V. (“Wright”) in accordance with the terms of that certain Purchase Agreement (“Purchase Agreement |
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| October 21, 2020 |
EX-99.(d)(6) Exhibit (d)(6) September 24, 2020 RE: Offer of Employment Dear Steve: This Letter Agreement confirms the terms and conditions of your employment with Stryker Employment Company, LLC (the “Company”), acting through its Joint Replacement division, following its acquisition of Wright Medical Group N.V. (“Wright”) in accordance with the terms of that certain Purchase Agreement (“Purchase |
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| October 21, 2020 |
EX-99.(E)(43) 2 d53503dex99e43.htm EXHIBIT (E)(43) Exhibit (e) (43) September 14, 2020 Patrick Fisher 5851 Garden Oak Cove Memphis, TN 3 8120 RE: Offer of Employment Dear Patrick: This letter confirms the terms and conditions of your employment with Stryker Employment Company, LLC (the “Company”), acting through its Trauma & Extremities division, following its acquisition of Wright Medical Group N |
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| October 21, 2020 |
Exhibit (E)(46) Exhibit (e) (46) September 24, 2020 Steven Wallace 5 Ashley Drive Walton-on-Thames, Surrey KT12 1Jl, UK RE: Offer of Employment Dear Steve: This Letter Agreement confirms the terms and conditions of your employment with Stryker Employment Company, LLC (the “Company”), acting through its Joint Replacement division, following its acquisition of Wright Medical Group N. |
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| October 21, 2020 |
SC TO-T/A UNITED STATES 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 (Rule 14d-100) (Amendment No. 16) Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a direct, wholly owned subsidiary of Stryker Delaware, Inc. (Parent of Offeror) a direct, w |
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| October 15, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 15) SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value €0.03 per share (Title of Class of Securities) |
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| October 15, 2020 |
SC TO-T/A UNITED STATES 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 (Rule 14d-100) (Amendment No. 15) Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a direct, wholly owned subsidiary of Stryker Delaware, Inc. (Parent of Offeror) a direct, w |
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| October 14, 2020 |
SC TO-T/A 1 d23990dsctota.htm SC TO-T/A UNITED STATES 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 (Rule 14d-100) (Amendment No. 14) Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a direct, wholly owned subsidiary of Stryker Delaware, Inc. ( |
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| October 14, 2020 |
Letter from Stryker to Wright shareholders EX-99.(a)(5)(0) Exhibit (a)(5)(0) IMPORTANT INFORMATION ABOUT THE OFFER TO PURCHASE FOR CASH ALL OUTSTANDING ORDINARY SHARES OF WRIGHT MEDICAL GROUP N.V. at $30.75 per share pursuant to the offer to purchase dated December 13, 2019 If you hold your shares through a broker, call your broker NOW to tender your shares before it is too late — there could be tax consequences! Tendering is Easy! If you |
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| October 13, 2020 |
SC TO-T/A UNITED STATES 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 (Rule 14d-100) (Amendment No. 13) Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a direct, wholly owned subsidiary of Stryker Delaware, Inc. (Parent of Offeror) a direct, w |
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| October 13, 2020 |
EX-99.(a)(5)(N) Exhibit (a)(5)(N) 2825 Airview Boulevard Kalamazoo, MI 49002 Date: October 13, 2020 Stryker Extends Cash Tender Offer for All Outstanding Shares of Wright Medical Kalamazoo, Michigan – (October 13, 2020) – Stryker (NYSE: SYK) announced today that Stryker B.V., an indirect, wholly owned subsidiary of Stryker, has extended the offering period of its previously announced cash tender o |
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| October 13, 2020 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 14) SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value €0.03 per share (Title of Class of S |
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| October 9, 2020 |
SC TO-T/A UNITED STATES 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 (Rule 14d-100) (Amendment No. 12) Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a direct, wholly owned subsidiary of Stryker Delaware, Inc. (Parent of Offeror) a direct, w |
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| October 9, 2020 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 13) SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value €0.03 per share (Title of Class of S |
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| September 29, 2020 |
SC TO-T/A UNITED STATES 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 (Rule 14d-100) (Amendment No. 11) Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a direct, wholly owned subsidiary of Stryker Delaware, Inc. (Parent of Offeror) a direct, w |
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| September 29, 2020 |
EX-99.(a)(5)(m) Exhibit (a)(5)(M) 2825 Airview Boulevard Kalamazoo, MI 49002 Date: September 29, 2020 Stryker Extends Cash Tender Offer for All Outstanding Shares of Wright Medical Kalamazoo, Michigan – (September 29, 2020) – Stryker (NYSE: SYK) announced today that Stryker B.V., an indirect, wholly owned subsidiary of Stryker, has extended the offering period of its previously announced cash tend |
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| September 29, 2020 |
SC 14D-9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 12) SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value €0.03 per share (Title of Class of |
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| September 18, 2020 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definit |
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| September 18, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 11) SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value €0.03 per share (Title of Class of Securities) |
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| September 18, 2020 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definit |
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| September 2, 2020 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 10) SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value €0.03 per share (Title of Class of S |
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| September 2, 2020 |
SC TO-T/A UNITED STATES 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 (Rule 14d-100) (Amendment No. 10) Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a direct, wholly owned subsidiary of Stryker Delaware, Inc. (Parent of Offeror) a direct, w |
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| September 1, 2020 |
PRE 14A 1 nc10014679x1pre14a.htm PRE 14A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as |
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| August 28, 2020 |
SC TO-T/A UNITED STATES 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 (Rule 14d-100) (Amendment No. 9) Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a direct, wholly owned subsidiary of Stryker Delaware, Inc. (Parent of Offeror) a direct, wh |
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| August 28, 2020 |
EX-99.(a)(5)(l) Exhibit (a)(5)(L) 2825 Airview Boulevard Kalamazoo, MI 49002 Press release Date: August 28, 2020 Stryker Extends Cash Tender Offer for All Outstanding Shares of Wright Medical Kalamazoo, Michigan – (August 28, 2020) – Stryker (NYSE: SYK) announced today that Stryker B.V., an indirect, wholly owned subsidiary of Stryker, has extended the offering period of its previously announced c |
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| August 28, 2020 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 9) SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value €0.03 per share (Title of Class of Se |
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| July 29, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 28, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 00 |
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| July 15, 2020 |
SC TO-T/A UNITED STATES 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 (Rule 14d-100) (Amendment No. 8) Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a direct, wholly owned subsidiary of Stryker Delaware, Inc. (Parent of Offeror) a direct, wh |
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| July 15, 2020 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 8) SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value €0.03 per share (Title of Class of Se |
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| July 1, 2020 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 7) SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value €0.03 per share (Title of Class of Se |
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| July 1, 2020 |
SC TO-T/A UNITED STATES 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 (Rule 14d-100) (Amendment No. 7) Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a direct, wholly owned subsidiary of Stryker Delaware, Inc. (Parent of Offeror) a direct, wh |
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| June 30, 2020 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 6) SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value €0.03 per share (Title of Class of Se |
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| June 29, 2020 |
SC TO-T/A UNITED STATES 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 (Rule 14d-100) (Amendment No. 6) Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a direct, wholly owned subsidiary of Stryker Delaware, Inc. (Parent of Offeror) a direct, wh |
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| June 29, 2020 |
EX-99.(a)(5)(k) Exhibit (a)(5)(K) 2825 Airview Boulevard Kalamazoo, MI 49002 Press release Date: June 29, 2020 Stryker Extends Cash Tender Offer for All Outstanding Shares of Wright Medical Kalamazoo, Michigan – (June 29, 2020) – Stryker (NYSE: SYK) announced today that Stryker B.V., an indirect, wholly owned subsidiary of Stryker, has extended the offering period of its previously announced cash |
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| May 8, 2020 |
EX-10.1 2 wmgi-3292020x10qxex101.htm EXHIBIT 10.1 AMENDMENT No. 4 to AMENDED AND RESTATED CREDIT, SECURITY AND GUARANTY AGREEMENT This AMENDMENT NO. 4 TO AMENDED AND RESTATED CREDIT, SECURITY AND GUARANTY AGREEMENT (this “Agreement”) is made as of this 7th day of May, 2020, by and among WRIGHT MEDICAL GROUP N.V., a public limited liability company organized and existing under the laws of the Nethe |
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| May 8, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 29, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0 |
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| April 27, 2020 |
- 1 - AMENDMENT OF THE ARTICLES OF ASSOCIATION On the twenty-fourth day of April two thousand and twenty, appearing before me, Paul Pieter de Vries, civil-law notary in Amsterdam, is: Emma Cecilia Mirjam Hobma, employed at the offices of Houthoff, Amsterdam with address (1082 MA) Amsterdam, Gustav Mahlerplein 50, born in Leeuwarden on the twenty-second day of September nineteen hundred and ninety-three. |
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| April 27, 2020 |
SC TO-T/A UNITED STATES 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 (Rule 14d-100) (Amendment No. 5) Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a direct, wholly owned subsidiary of Stryker Delaware, Inc. (Parent of Offeror) a direct, wh |
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| April 27, 2020 |
EX-99.(a)(5)(j) Exhibit (a)(5)(J) 2825 Airview Boulevard Kalamazoo, MI 49002 Date: April 27, 2020 Stryker Extends Cash Tender Offer for All Outstanding Shares of Wright Medical Kalamazoo, Michigan – (April 27, 2020) – Stryker (NYSE: SYK) announced today that Stryker B.V., an indirect, wholly owned subsidiary of Stryker, has extended the offering period of its previously announced cash tender offer |
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| April 27, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2020 WRIGHT MEDICAL GROUP N.V. (Exact name of registrant as specified in its charter) The Netherlands 1-35065 98-0509600 (State or other jurisdiction of incorporation) (Comm |
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| April 27, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2020 WRIGHT MEDICAL GROUP N.V. (Exact name of registrant as specified in its charter) The Netherlands 1-35065 98-0509600 (State or other jurisdiction of incorporation) (Comm |
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| April 27, 2020 |
SC 14D-9/A #5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 5) SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value €0.03 per share (Title of Class o |
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| April 16, 2020 |
TRNX / Taronis Technologies, Inc. DEFA14A - - DEFA14A DEFA14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 8, 2020 |
TRNX / Taronis Technologies, Inc. DEFA14A - - DEFA14A DEFA14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 20, 2020 |
TRNX / Taronis Technologies, Inc. DEFM14A - - DEFM14A DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 18, 2020 |
EX-99.(A)(5)(I) 2 d900212dex99a5i.htm EX-99.(A)(5)(I) Exhibit (a)(5)(I) Twitter: @StrykerFA and @StrykerTE Twitter post dated March 18, 2020: During one of our recent Town Halls, Stryker’s Chairman and CEO Kevin Lobo expressed excitement about the acquisition agreement announcement of Wright Medical from late 2019 & that both companies are working towards closing in the second half of the year. #S |
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| March 18, 2020 |
SYK / Stryker Corp. SC TO-T/A - - SC TO-T/A SC TO-T/A UNITED STATES 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 (Rule 14d-100) (Amendment No. 4) Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a direct, wholly owned subsidiary of Stryker Delaware, Inc. (Parent of Offeror) a direct, wh |
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| February 26, 2020 |
155 NORTH WACKER DRIVE CHICAGO, ILLINOIS 60606-1720 CORRESP SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP 155 NORTH WACKER DRIVE CHICAGO, ILLINOIS 60606-1720 —— FIRM/AFFILIATE OFFICES —— TEL: (312) 407-0700 FAX: (312) 407-0411 www. |
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| February 26, 2020 |
EX-99.(a)(5)(H) Exhibit (a)(5)(H) 2825 Airview Boulevard Kalamazoo, MI 49002 Number: 2020-07 Date: February 26, 2020 Stryker extends cash tender offer for all outstanding shares of Wright Medical Kalamazoo, Michigan – (February 26, 2020) – Stryker (NYSE: SYK) announced today that Stryker B.V., an indirect, wholly owned subsidiary of Stryker, has extended the offering period of its previously annou |
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| February 26, 2020 |
TRNX / Taronis Technologies, Inc. DEFA14A - - DEFA14A DEFA14A 1 d896627ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule |
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| February 26, 2020 |
TRNX / Taronis Technologies, Inc. SC 14D9/A - - SC 14D9/A4 SC 14D9/A 1 d893313dsc14d9a.htm SC 14D9/A4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 4) SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value €0.0 |
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| February 26, 2020 |
UNITED STATES 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 (Rule 14d-100) (Amendment No. 3) Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a direct, wholly owned subsidiary of Stryker Delaware, Inc. (Parent of Offeror) a direct, wholly owned |
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| February 24, 2020 |
EX-10.47 4 wmgi-12292019x10kxex1047.htm EXHIBIT 10.47 Exhibit 10.47 SEPARATION PAY AGREEMENT THIS SEPARATION PAY AGREEMENT (“Agreement”), dated as of July 9, 2018 (the “Effective Date”) is made by and between WRIGHT MEDICAL GROUP, INC., a Delaware corporation (the “Company”), on behalf of itself and one or more of its Affiliates, and Barry J. Regan (the “Executive”). WHEREAS, the Company or one of |
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| February 24, 2020 |
Exhibit 4.1 WRIGHT MEDICAL GROUP N.V. DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Wright Medical Group N.V., a public company with limited liability (naamloze vennootschap) organized under the laws of the Netherlands (Wright, we, us, and our), has only one class of securities registered under Section 12 of the United States Securities Exchange |
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| February 24, 2020 |
Exhibit 10.46 CONFIDENTIALITY, NON-COMPETITION, NON-SOLICITATION AND INTELLECTUAL PROPERTY RIGHTS AGREEMENT THIS CONFIDENTIALITY, NON‑COMPETITION, NON-SOLICITATION, AND INTELLECTUAL PROPERTY RIGHTS AGREEMENT (this “Agreement”) is entered into as of July 9, 2018 by and between Wright Medical Group, Inc., a Delaware corporation (together with all its subsidiaries and affiliates owned or controlled, |
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| February 24, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 29, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35 |
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| February 24, 2020 |
Exhibit 21.1 WRIGHT MEDICAL GROUP N.V. Subsidiaries Entity Name Country of Incorporation 1 . 2Hip Holdings SAS France 2 . BioMimetic Therapeutics Canada, Inc. Delaware, USA 3 . BioMimetic Therapeutics Limited United Kingdom 4 . BioMimetic Therapeutics LLC Delaware, USA 5 . BioMimetic Therapeutics Pty Ltd Australia 6 . BioMimetic Therapeutics USA, Inc. Delaware, USA 7 . Biotech Benelux SPRL Belgium |
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| February 21, 2020 |
TRNX / Taronis Technologies, Inc. PREM14A - - PREM14A PREM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 12, 2020 |
WMGIZ / Wright Medical Group N.V. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv01158-wrightmedicalgroupnv.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)* Name of issuer: Wright Medical Group NV Title of Class of Securities: Common Stock CUSIP Number: N96617118 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to |
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| February 3, 2020 |
Case 1:20-cv-00553 Document 1 Filed 01/31/20 Page 1 of 16 PageID #: 1 EX-99.(A)(5)(N) 2 d881011dex99a5n.htm EXHIBIT (A)(5)(N) Exhibit (a)(5)(N) Case 1:20-cv-00553 Document 1 Filed 01/31/20 Page 1 of 16 PageID #: 1 Daniel Sadeh, Esq. HALPER SADEH LLP 375 Park Avenue, Suite 2607 New York, NY 10152 Telephone: (212) 763-0060 Facsimile: (646) 776-2600 Email: [email protected] Counsel for Plaintiff UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK WILLIAM GRUB |
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| February 3, 2020 |
WNGI / Wright Medical Group N.V. SC 14D9/A - - SC 14D9/A SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 3) SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value €0.03 per share (Title of Class of Se |
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| January 23, 2020 |
WNGI / Wright Medical Group N.V. DEFA14A - - DEFA14A DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro |
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| January 21, 2020 |
SC TO-T/A UNITED STATES 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 (Rule 14d-100) (Amendment No. 2) Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a direct, wholly owned subsidiary of Stryker Delaware, Inc. (Parent of Offeror) a direct, wh |
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| January 21, 2020 |
EX-99.(a)(5)(M) (a)(5)(M) Case 1:20-cv-00061-UNA Document 1 Filed 01/15/20 Page 1 of 12 PageID #: 1 UNITED STATES DISTRICT COURT DISTRICT OF DELAWARE JOHN THOMPSON, Individually and On ) Behalf of All Others Similarly Situated, ) ) Plaintiff, ) Case No. ) v. ) JURY TRIAL DEMANDED ) WRIGHT MEDICAL GROUP N.V., GARY ) CLASS ACTION D. BLACKFORD, JOHN L. MICLOT, ) ROBERT J. PALMISANO, DAVID D. ) STEVEN |
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| January 21, 2020 |
155 NORTH WACKER DRIVE CHICAGO, ILLINOIS 60606-1720 CORRESP SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP 155 NORTH WACKER DRIVE CHICAGO, ILLINOIS 60606-1720 —— FIRM/AFFILIATE OFFICES —— TEL: (312) 407-0700 FAX: (312) 407-0411 www. |
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| January 21, 2020 |
WNGI / Wright Medical Group N.V. SC 14D9/A - - SC 14D9/A SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 2) SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value €0.03 per share (Title of Class of Se |
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| January 2, 2020 |
SYK / Stryker Corp. SC TO-T/A - - SC TO-T/A SC TO-T/A UNITED STATES 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 (Rule 14d-100) (Amendment No. 1) Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a direct, wholly owned subsidiary of Stryker Delaware, Inc. (Parent of Offeror) a direct, wh |
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| January 2, 2020 |
WNGI / Wright Medical Group N.V. SC 14D9/A - - SC 14D9/A SC 14D9/A 1 d832435dsc14d9a.htm SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 1) SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value €0.03 |
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| December 16, 2019 |
WNGI / Wright Medical Group N.V. DEFA14A - - DEFA14A DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro |
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| December 13, 2019 |
WNGI / Wright Medical Group N.V. DEFA14A - - DEFA14A DEFA14A 1 d841271ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule |
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| December 13, 2019 |
WNGI / Wright Medical Group N.V. SC 14D9 - - SCHEDULE 14D-9 Schedule 14D-9 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value €0.03 per share (Title of Class of Securities) N96 |
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| December 13, 2019 |
EX-99.A.1.C Exhibit (a)(1)(C) NOTICE OF GUARANTEED DELIVERY to Tender Ordinary Shares of WRIGHT MEDICAL GROUP N.V. at $30.75 per share Pursuant to the Offer to Purchase dated December 13, 2019 (the “Offer to Purchase”) by STRYKER B.V. an indirect, wholly owned subsidiary of STRYKER CORPORATION THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 9:00 A.M., EASTERN TIME, ON FEBRUARY 27, 2020, UNLESS THE |
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| December 13, 2019 |
EX-99.A.1.B Exhibit (a)(1)(B) LETTER OF TRANSMITTAL to Tender Ordinary Shares of WRIGHT MEDICAL GROUP N.V. at $30.75 per share by STRYKER B.V. an indirect, wholly owned subsidiary of STRYKER CORPORATION THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 9:00 A.M., EASTERN TIME, ON FEBRUARY 27, 2020, UNLESS THE OFFER IS EXTENDED OR EARLIER TERMINATED. Mail or deliver this Letter of Transmittal, togethe |
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| December 13, 2019 |
EX-99.A.1.E Exhibit (a)(1)(E) OFFER TO PURCHASE FOR CASH All Outstanding Ordinary Shares of WRIGHT MEDICAL GROUP N.V. at $30.75 per share Pursuant to the Offer to Purchase dated December 13, 2019 by STRYKER B.V. an indirect, wholly owned subsidiary of STRYKER CORPORATION THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 9:00 A.M., EASTERN TIME, ON FEBRUARY 27, 2020, UNLESS THE OFFER IS EXTENDED OR EA |
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| December 13, 2019 |
EX-99.A.1.D Exhibit (a)(1)(D) OFFER TO PURCHASE FOR CASH All Outstanding Ordinary Shares of WRIGHT MEDICAL GROUP N.V. at $30.75 per share by STRYKER B.V. an indirect, wholly owned subsidiary of STRYKER CORPORATION THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 9:00 A.M., EASTERN TIME, ON FEBRUARY 27, 2020, UNLESS THE OFFER IS EXTENDED OR EARLIER TERMINATED. December 13, 2019 To Brokers, Dealers, C |
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| December 13, 2019 |
SYK / Stryker Corp. SC TO-T - - SC TO-T SC TO-T UNITED STATES 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 (Rule 14d-100) Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a direct, wholly owned subsidiary of Stryker Delaware, Inc. (Parent of Offeror) a direct, wholly owned subsidiar |
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| December 13, 2019 |
EX-99.A.1.A Table of Contents Exhibit (a)(1)(A) OFFER TO PURCHASE FOR CASH All Outstanding Ordinary Shares of WRIGHT MEDICAL GROUP N.V. at $30.75 per share by STRYKER B.V. an indirect, wholly owned subsidiary of STRYKER CORPORATION THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 9:00 A.M., EASTERN TIME, ON FEBRUARY 27, 2020, UNLESS THE OFFER IS EXTENDED OR EARLIER TERMINATED. Stryker B.V., a privat |
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| December 13, 2019 |
EX-99.D.2 7 d839483dex99d2.htm EX-99.D.2 Exhibit (d)(2) Stryker Corporation 2825 Airview Boulevard Kalamazoo, Michigan 49002 Attention: Bryant Zanko September 22, 2019 Vice President, Corporate Business Development Dear Mr. Zanko: In connection with your interest in a possible negotiated business combination (the “Possible Transaction”) with Wright Medical Group N.V., a Dutch public limited liabil |
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| December 13, 2019 |
Exhibit (e)(2) Exhibit (e)(2) Excerpts from Wright Medical Group N.V.’s Definitive Proxy Statement on Schedule 14A related to the 2019 Annual General Meeting of Shareholders as filed with the Securities and Exchange Commission on May 17, 2019. SECURITY OWNERSHIP OF MANAGEMENT The table below sets forth certain information concerning the beneficial ownership of our ordinary shares as of May 10, 201 |
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| November 18, 2019 |
[Plays Stryker video; in-video audio follows below]. EX-99.1 Exhibit 99.1 Transcript of Presentation by Wright and Stryker Management to Wright Employees Held on November 6, 2019 Robert J. Palmisano – Wright Medical Group N.V. – President and Chief Executive Officer Good morning, or afternoon, or evening wherever you are in the world. It’s great to be with you today. I’m real excited about this morning and being able to introduce our friends from St |
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| November 18, 2019 |
WNGI / Wright Medical Group N.V. DEFA14A - - DEFA14A DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro |
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| November 18, 2019 |
EX-99.1 Exhibit 99.1 Transcript of Presentation by Wright and Stryker Management to Wright Employees Held on November 6, 2019 Robert J. Palmisano – Wright Medical Group N.V. – President and Chief Executive Officer Good morning, or afternoon, or evening wherever you are in the world. It’s great to be with you today. I’m real excited about this morning and being able to introduce our friends from St |
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| November 18, 2019 |
SYK / Stryker Corp. SC TO-C - - SC TO-C UNITED STATES 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 Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a wholly owned subsidiary of Stryker Corporation (Ultimate Parent of Offeror) (Names of Filing Persons (identifying status as offeror, |
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| November 18, 2019 |
WNGI / Wright Medical Group N.V. SC14D9C - - SCHEDULE 14D-9C Schedule 14D-9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value €0.03 per share (Title of Class of Securities) N9661711 |
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| November 8, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 29, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| November 6, 2019 |
SYK / Stryker Corp. SC TO-C - - SC TO-C SC TO-C UNITED STATES 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 Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a wholly owned subsidiary of Stryker Corporation (Ultimate Parent of Offeror) (Names of Filing Persons (identifying status as o |
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| November 6, 2019 |
EX-99.1 Exhibit 99.1 Welcome! 1Exhibit 99.1 Welcome! 1 Stryker team Lorien Gallo Dr. Xavier Gordon Van Tim Scannell Spencer Stiles Mike Panos Vice President, HR Berling Ummersen President & Chief Group President North American Trauma & Global President Vice President & Operating Officer Orthopaedics & President Extremities Trauma & GM Extremities Spine Trauma & Extremities ExtremitiesStryker team |
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| November 4, 2019 |
EX-99.5 Exhibit 99.5 November 4, 2019 Dear Valued Wright Customer: I am excited to share the news that Wright announced a definitive agreement to be acquired by Stryker, one of the world’s leading medical technology companies. We believe that by becoming part of Stryker, Wright Medical will be positioned better than ever to provide you with a more comprehensive upper extremities, foot and ankle an |
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| November 4, 2019 |
EX-99.2 Exhibit 99.2 EMPLOYEE EMAIL TO ANNOUNCE TRANSACTION November 4, 2019 Dear Wright team member, Today Wright announced an agreement to be acquired by Stryker, one of the world’s leading medical technology companies, for a total equity value of approximately $4.7 billion, including the value of outstanding convertible notes, and a total enterprise value of approximately $5.4 billion. Both our |
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| November 4, 2019 |
EX-99.7 Exhibit 99.7 November 4, 2019 Dear Valued Distributor, I am excited to share the news that Wright announced a definitive agreement to be acquired by Stryker, one of the world’s leading medical technology companies. We believe that by becoming part of Stryker, Wright Medical will be positioned better than ever to provide customers with a more comprehensive upper extremities, foot and ankle |
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| November 4, 2019 |
EX-99.6 Exhibit 99.6 November 4, 2019 Dear Valued Supplier, I am excited to share the news that Wright announced a definitive agreement to be acquired by Stryker, one of the world’s leading medical technology companies. We believe that by becoming part of Stryker, Wright Medical will be positioned better than ever to provide a more comprehensive upper extremities, foot and ankle and biologics port |
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| November 4, 2019 |
EX-99.3 3 d826445dex993.htm EX-99.3 Exhibit 99.3 Wright Medical Group N.V. Announces Definitive Agreement to be Acquired by Stryker Investor Presentation November 4, 2019 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This presentation includes forward-looking statements that are subject to risks, uncertainties and other factors that could cause actual results to differ materially from those |
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| November 4, 2019 |
WNGI / Wright Medical Group N.V. SC14D9C - - SC14D9C SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 WRIGHT MEDICAL GROUP N.V. (Name of Subject Company) WRIGHT MEDICAL GROUP N.V. (Name of Person(s) Filing Statement) Ordinary Shares, par value €0.03 per share (Title of Class of Securities) N96617118 (CUSIP |
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| November 4, 2019 |
EX-99.8 Exhibit 99.8 November 4, 2019 Dear Wright Sales Team Member: I am excited to share the news that Wright announced a definitive agreement to be acquired by Stryker, one of the world’s leading medical technology companies. We believe that by becoming part of Stryker, Wright Medical will be positioned better than ever to provide customers with a more comprehensive upper extremities, foot and |
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| November 4, 2019 |
EX-99.9 Exhibit 99.9 WRIGHT EMPLOYEE FAQs Key Terms and Definitions Announcement Day: This is the day that we publicly announced the transaction (Monday, 11/4/19) Day One: Day One marks the first day that Wright will operate as a subsidiary of Stryker. The actual date for Day One is still to be determined, but it will be when the transaction closes, which is anticipated in the second half of 2020. |
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| November 4, 2019 |
EX-99.4 Wright and Stryker Proposed Acquisition Employee Town Hall Exhibit 99.4 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This presentation includes forward-looking statements that are subject to risks, uncertainties and other factors that could cause actual results to differ materially from those implied by the forward-looking statements. All statements other than statements of histori |
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| November 4, 2019 |
WNGI / Wright Medical Group N.V. DEFA14A - - DEFA14A DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro |
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| November 4, 2019 |
WNGI / Wright Medical Group N.V. DEFA14A - - DEFA14A DEFA14A 1 d819071ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule |
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| November 4, 2019 |
EX-99.1 EXHIBIT 99.1 FOR IMMEDIATE RELEASE Investors & Media: Julie D. Dewey Sr. Vice President, Chief Communications Officer Wright Medical Group N.V. (901) 290-5817 [email protected] Wright Medical Group N.V. Announces Definitive Agreement to be Acquired by Stryker Purchase Price of $30.75 Per Share in Cash; Total Enterprise Value of Approximately $5.4 Billion and Total Equity Value of Appr |
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| November 4, 2019 |
EX-2.1 2 d820374dex21.htm EX-2.1 Exhibit 2.1 Execution Version PURCHASE AGREEMENT among STRYKER CORPORATION, STRYKER B.V. and WRIGHT MEDICAL GROUP N.V. Dated as of November 4, 2019 TABLE OF CONTENTS Page Article I DEFINITIONS Section 1.1 Certain Definitions 2 Article II THE OFFER Section 2.1 The Offer 19 Section 2.2 Company Action 23 Section 2.3 Treatment of Equity Awards; Company ESPP 24 Section |
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| November 4, 2019 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 4, 2019 WRIGHT MEDICAL GROUP N.V. (Exact name of registrant as specified in its charter) The Netherlands 1-35065 98-0509600 (State or other jurisdiction of incorporation) (Co |
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| November 4, 2019 |
SYK / Stryker Corp. SC TO-C - - SC TO-C SC TO-C 1 d823468dsctoc.htm SC TO-C UNITED STATES 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 Wright Medical Group N.V. (Name of Subject Company (Issuer)) Stryker B.V. (Offeror) a wholly owned subsidiary of Stryker Corporation (Ultimate Parent of Offeror) (Names of Filing Pers |
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| November 4, 2019 |
EX-99.3 4 d823468dex993.htm EX-99.3 Exhibit 99.3 STRYKER CORPORATION Transcript of a conference call for financial analysts held at 8:00 AM ET on November 4, 2019 regarding the announcement of a definitive agreement to acquire Wright Medical Corporate Participants Glenn S. Boehnlein Stryker Corporation — VP & CFO Katherine A. Owen Stryker Corporation — VP of Strategy & IR Kevin A. Lobo Stryker Cor |
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| November 4, 2019 |
EX-99.1 Exhibit 99.1 2825 Airview Boulevard Kalamazoo, MI 49002 Press release Number: 2019-23 Date: November 4, 2019 Stryker announces definitive agreement to acquire Wright Medical Kalamazoo, Michigan – November 4, 2019 – Stryker (NYSE: SYK) announced today a definitive agreement to acquire all of the issued and outstanding ordinary shares of Wright Medical Group N.V. (NASDAQ: WMGI) for $30.75 pe |
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| November 4, 2019 |
EX-99.2 Exhibit 99.2 Stryker acquisition of Wright Medical 1Exhibit 99.2 Stryker acquisition of Wright Medical 1 Forward-looking statements This presentation contains information that includes or is based on forward-looking statements within the meaning of the federal securities law that are subject to various risks and uncertainties that could cause our actual results to differ materially from th |
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| November 4, 2019 |
EX-99.4 5 d823468dex994.htm EX-99.4 Exhibit 99.4 LinkedIn: Stryker Trauma & Extremities LinkedIn post dated November 4, 2019: We’re excited to announce a definitive agreement to acquire Wright Medical, a medical device company focused on upper extremities, lower extremities and biologics, which are among the fastest growing segments in orthopaedics. Wright, a recognized global leader, brings a hig |
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| August 8, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 00 |
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| August 7, 2019 |
EX-99.1 2 wmgi-6302019exhibit991.htm EXHIBIT 99.1 FOR IMMEDIATE RELEASE Investors & Media: Julie D. Dewey Sr. Vice President, Chief Communications Officer Wright Medical Group N.V. (901) 290-5817 [email protected] Wright Medical Group N.V. Reports 2019 Second Quarter Financial Results Second Quarter 2019 Net Sales, Including Cartiva®, of $230 Million, Representing As-Reported Growth of 12%, C |
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| August 7, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 form8-kq22019.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2019 WRIGHT MEDICAL GROUP N.V. (Exact name of registrant as specified in its charter) The Netherlands 1-35065 98-0509600 (State or other jurisdic |
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| July 1, 2019 |
WNGI / Wright Medical Group N.V. S-3DPOS - - S-3DPOS S-3DPOS 1 forms-3pospostxeffectiveam.htm S-3DPOS As filed with the Securities and Exchange Commission on July 1, 2019 Registration No. 333-222057 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WRIGHT MEDICAL GROUP N.V. (Exact name of registrant as specified in its charter) Th |
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| July 1, 2019 |
WNGI / Wright Medical Group N.V. S-8 POS - - S-8 POS S-8 POS 1 forms-8pos07012019.htm S-8 POS As filed with the Securities and Exchange Commission on July 1, 2019 Registration No. 333-207230 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 2 to FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WRIGHT MEDICAL GROUP N.V. (Exact name of registrant as specified in its charter) The Nether |
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| July 1, 2019 |
S-8 1 forms-807012019.htm S-8 As filed with the Securities and Exchange Commission on July 1, 2019 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WRIGHT MEDICAL GROUP N.V. (Exact name of registrant as specified in its charter) The Netherlands 98-0509600 (State or other jurisdiction of in |
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| June 28, 2019 |
EX-10.1 2 wmgi8-k06282019ex101.htm EXHIBIT 10.1 WRIGHT MEDICAL GROUP N.V. AMENDED AND RESTATED 2017 EQUITY AND INCENTIVE PLAN (Effective June 28, 2019) 1. Purpose of Plan. The purpose of the Wright Medical Group N.V. Amended and Restated 2017 Equity and Incentive Plan (this “Plan”) is to advance the interests of Wright Medical Group N.V. (the “Company”) and its shareholders by enabling the Company |
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| June 28, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 28, 2019 WRIGHT MEDICAL GROUP N.V. (Exact name of registrant as specified in its charter) The Netherlands 1-35065 98-0509600 (State or other jurisdiction of incorporation) (Commi |
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| May 17, 2019 |
WNGI / Wright Medical Group N.V. DEFA14A DEFA14A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definit |
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| May 17, 2019 |
WNGI / Wright Medical Group N.V. DEF 14A DEF 14A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definit |
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| May 8, 2019 |
Exhibit 10.15 Deutsche Bank Deutsche Bank AG, London Branch Winchester house 1 Great Winchester St, London EC2N 2DB Telephone: 44 20 7545 8000 c/o Deutsche Bank Securities Inc. 60 Wall Street New York, NY 10005 Telephone: 212-250-2500 DATE: January 31, 2019 TO: Wright Medical Group, Inc. 1023 Cherry Road Memphis, TN 38117 Wright Medical Group N.V. Prins Bernhardplein 200 1097 JB Amsterdam The Neth |
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| May 8, 2019 |
Exhibit 10.9 Wells Fargo Bank, National Association 375 Park Avenue New York, NY 10152 Attn: Structuring Services Group Telephone: 212-214-6101 Facsimile: 212-214-5913 DATE: January 30, 2019 TO: Wright Medical Group, Inc. 1023 Cherry Road Memphis, TN 38117 Wright Medical Group N.V. Prins Bernhardplein 200 1097 JB Amsterdam The Netherlands ATTENTION: James Lightman Sr. Vice President, General Couns |
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| May 8, 2019 |
Exhibit 10.5 JPMorgan Chase Bank, National Association London Branch 25 Bank Street Canary Wharf London E14 5JP England January 30, 2019 To: Wright Medical Group N.V. | Legal Attention: James Lightman Sr. Vice President, General Counsel and Secretary Prins Bernhardplein 200 1097 JB Amsterdam The Netherlands Telephone No.: + 31 20 675 4002 Email: [email protected] Re: Warrants The purpose o |
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| May 8, 2019 |
Exhibit 10.13 Deutsche Bank Deutsche Bank AG, London Branch Winchester house 1 Great Winchester St, London EC2N 2DB Telephone: 44 20 7545 8000 c/o Deutsche Bank Securities Inc. 60 Wall Street New York, NY 10005 Telephone: 212-250-2500 Internal Reference: 820430 January 31, 2019 To: Wright Medical Group N.V. | Legal Attention: James Lightman Sr. Vice President, General Counsel and Secretary Prins B |
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| May 8, 2019 |
EX-10.6 6 wmgi-3312019x10qxex106.htm EXHIBIT 10.6 Exhibit 10.6 Deutsche Bank Deutsche Bank AG, London Branch Winchester house 1 Great Winchester St, London EC2N 2DB Telephone: 44 20 7545 8000 c/o Deutsche Bank Securities Inc. 60 Wall Street New York, NY 10005 Telephone: 212-250-2500 Internal Reference: 820252 January 30, 2019 To: Wright Medical Group N.V. | Legal Attention: James Lightman Sr. Vice |
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| May 8, 2019 |
Exhibit 10.16 Wells Fargo Bank, National Association 375 Park Avenue New York, NY 10152 Attn: Structuring Services Group Telephone: 212-214-6101 Facsimile: 212-214-5913 DATE: January 31, 2019 TO: Wright Medical Group, Inc. 1023 Cherry Road Memphis, TN 38117 Wright Medical Group N.V. Prins Bernhardplein 200 1097 JB Amsterdam The Netherlands ATTENTION: James Lightman Sr. Vice President, General Coun |
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| May 8, 2019 |
Exhibit 10.1 [PORTIONS HEREIN IDENTIFIED BY [***] HAVE BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE EXCLUDED INFORMATION IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED.] AMENDMENT TO COMMERCIAL SUPPLY AGREEMENT This Amendment to Commercial Supply Agreement (“Amendment”) dated as of January 31, 2019 (“Amendment Effective Date”) between B |
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| May 8, 2019 |
10-Q 1 a10qwmgi-3312019.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period |
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| May 8, 2019 |
EX-10.3 3 wmgi-3312019x10qxex103.htm EXHIBIT 10.3 Exhibit 10.3 JPMorgan Chase Bank, National Association London Branch 25 Bank Street Canary Wharf London E14 5JP England January 30, 2019 To: Wright Medical Group N.V. | Legal Attention: James Lightman Sr. Vice President, General Counsel and Secretary Prins Bernhardplein 200 1097 JB Amsterdam The Netherlands Telephone No.: +31 20 675 4002 Email: Jam |
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| May 8, 2019 |
Exhibit 10.14 JPMorgan Chase Bank, National Association London Branch 25 Bank Street Canary Wharf London E14 5JP England DATE: January 31, 2019 TO: Wright Medical Group, Inc. 1023 Cherry Road Memphis, TN 38117 Wright Medical Group N.V. Prins Bernhardplein 200 1097 JB Amsterdam The Netherlands ATTENTION: James Lightman Sr. Vice President, General Counsel and Secretary TELEPHONE: + 31 20 675 4002 EM |
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| May 8, 2019 |
EX-10.4 4 wmgi-3312019x10qxex104.htm EXHIBIT 10.4 Exhibit 10.4 Deutsche Bank Deutsche Bank AG, London Branch Winchester house 1 Great Winchester St, London EC2N 2DB Telephone: 44 20 7545 8000 c/o Deutsche Bank Securities Inc. 60 Wall Street New York, NY 10005 Telephone: 212-250-2500 Internal Reference: 820251 January 30, 2019 To: Wright Medical Group N.V. | Legal Attention: James Lightman Sr. Vice |
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| May 8, 2019 |
EX-10.7 7 wmgi-3312019x10qxex107.htm EXHIBIT 10.7 Exhibit 10.7 JPMorgan Chase Bank, National Association London Branch 25 Bank Street Canary Wharf London E14 5JP England DATE: January 30, 2019 TO: Wright Medical Group, Inc. 1023 Cherry Road Memphis, TN 38117 Wright Medical Group N.V. Prins Bernhardplein 200 1097 JB Amsterdam The Netherlands ATTENTION: James Lightman Sr. Vice President, General Cou |
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| May 8, 2019 |
EX-10.10 10 wmgi-3312019x10qxex1010.htm EXHIBIT 10.10 Exhibit 10.10 JPMorgan Chase Bank, National Association London Branch 25 Bank Street Canary Wharf London E14 5JP England January 31, 2019 To: Wright Medical Group N.V. | Legal Attention: James Lightman Sr. Vice President, General Counsel and Secretary Prins Bernhardplein 200 1097 JB Amsterdam The Netherlands Telephone No.: +31 20 675 4002 Email |
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| May 8, 2019 |
Exhibit 10.11 Deutsche Bank Deutsche Bank AG, London Branch Winchester house 1 Great Winchester St, London EC2N 2DB Telephone: 44 20 7545 8000 c/o Deutsche Bank Securities Inc. 60 Wall Street New York, NY 10005 Telephone: 212-250-2500 Internal Reference: 820429 January 31, 2019 To: Wright Medical Group N.V. | Legal Attention: James Lightman Sr. Vice President, General Counsel and Secretary Prins B |
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| May 8, 2019 |
EX-10.12 12 wmgi-3312019x10qxex1012.htm EXHIBIT 10.12 Exhibit 10.12 JPMorgan Chase Bank, National Association London Branch 25 Bank Street Canary Wharf London E14 5JP England January 31, 2019 To: Wright Medical Group N.V. | Legal Attention: James Lightman Sr. Vice President, General Counsel and Secretary Prins Bernhardplein 200 1097 JB Amsterdam The Netherlands Telephone No.: + 31 20 675 4002 Emai |
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| May 8, 2019 |
Exhibit 10.8 Deutsche Bank Deutsche Bank AG, London Branch Winchester house 1 Great Winchester St, London EC2N 2DB Telephone: 44 20 7545 8000 c/o Deutsche Bank Securities Inc. 60 Wall Street New York, NY 10005 Telephone: 212-250-2500 DATE: January 30, 2019 TO: Wright Medical Group, Inc. 1023 Cherry Road Memphis, TN 38117 Wright Medical Group N.V. Prins Bernhardplein 200 1097 JB Amsterdam The Nethe |
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| May 7, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 form8-kq12019.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2019 WRIGHT MEDICAL GROUP N.V. (Exact name of registrant as specified in its charter) The Netherlands 1-35065 98-0509600 (State or other jurisdictio |
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| May 7, 2019 |
EX-99.1 2 wmgi-3312019exhibit991pres.htm EXHIBIT 99.1 FOR IMMEDIATE RELEASE Investors & Media: Julie D. Dewey Sr. Vice President, Chief Communications Officer Wright Medical Group N.V. (901) 290-5817 [email protected] Wright Medical Group N.V. Reports 2019 First Quarter Financial Results First Quarter 2019 Net Sales, Including Cartiva®, of $230 Million, Representing As-Reported Growth of 16%, |
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| May 1, 2019 |
WNGI / Wright Medical Group N.V. PRE 14A PRE 14A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definit |
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| March 20, 2019 |
WNGI / Wright Medical Group N.V. 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-35065 Wright Medical Group N.V. (Exact name of registrant as specified i |
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| February 27, 2019 |
Exhibit 10.53 SEPARATION PAY AGREEMENT THIS SEPARATION PAY AGREEMENT (“Agreement”), dated as of March 26, 2018 (the “Effective Date”) is made by and between WRIGHT MEDICAL GROUP, INC., a Delaware corporation (the “Company”), on behalf of itself and one or more of its Affiliates, and Andrew C. Morton (the “Executive”). WHEREAS, the Company or one of its Affiliates employs the Executive as Senior Vi |
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| February 27, 2019 |
EX-10.59 11 wmgi-12302018x10kxex1059.htm EXHIBIT 10.59 Exhibit 10.59 AMENDMENT No. 3 to AMENDED AND RESTATED CREDIT, SECURITY AND GUARANTY AGREEMENT This AMENDMENT NO. 3 TO AMENDED AND RESTATED CREDIT, SECURITY AND GUARANTY AGREEMENT (this “Agreement”) is made as of this 25th day of February, 2019, by and among WRIGHT MEDICAL GROUP N.V., a public limited liability company organized and existing un |
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| February 27, 2019 |
EX-10.52 7 wmgi-12302018x10kxex1052.htm EXHIBIT 10.52 Exhibit 10.52 CONFIDENTIALITY, NON-COMPETITION, NON-SOLICITATION AND INTELLECTUAL PROPERTY RIGHTS AGREEMENT THIS CONFIDENTIALITY, NON‑COMPETITION, NON-SOLICITATION, AND INTELLECTUAL PROPERTY RIGHTS AGREEMENT (this “Agreement”) is entered into as of March 26, 2018 by and between Wright Medical Group, Inc., a Delaware corporation (together with a |
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| February 27, 2019 |
EX-10.58 10 wmgi-12302018x10kxex1058.htm EXHIBIT 10.58 Exhibit 10.58 OMNIBUS LIMITED CONSENT AND AMENDMENT No. 2 to AMENDED AND RESTATED CREDIT, SECURITY AND GUARANTY AGREEMENT AND AMENDMENT NO. 5 TO PLEDGE AGREEMENT This OMNIBUS LIMITED CONSENT AND AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT, SECURITY AND GUARANTY AGREEMENT AND AMENDMENT NO. 5 TO PLEDGE AGREEMENT (this “Agreement”) is made as |
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| February 27, 2019 |
Exhibit 10.50 May 9, 2018 Peter S. Cooke 31 Manchester Street London W1U 7LQ, UK Dear Peter: Reference is made to the letter agreement between you and the Company dated June 8, 2016, which set forth the terms and conditions of your relocation from Dubai to the United Kingdom and which amended your SPA and Old SPA as provided therein (the “2016 Relocation Agreement”). Reference is also made to the |
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| February 27, 2019 |
10-K 1 wmgi-12302018x10k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 30, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from |
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| February 27, 2019 |
EX-10.42 3 wmgi-12302018x10kxex1042.htm EXHIBIT 10.42 Exhibit 10.42 NEW JOB SUMMARY FOR LANCE BERRY DATE: December 7, 2018 POSITION: Executive Vice President, Chief Operations & Chief Financial Officer REPORTING TO: Bob Palmisano SALARY: $515,000 annual salary, less withholdings for Federal, FICA, and State taxes PAY FREQUENCY: Bi-Weekly EMPLOYEE INCENTIVE PLAN: You are eligible to participate in |
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| February 27, 2019 |
Exhibit 10.54 JOB OFFER SUMMARY FOR DREW MORTON DEPARTMENT: Human Resources LOCATION: 1023 Cherry Road, Memphis, TN 38117 SALARY: $400,000.00, annual salary, less withholdings for Federal, FICA, and State taxes PAY FREQUENCY: Bi-Weekly START DATE: To Be Determined EMPLOYEE INCENTIVE PLAN: You are eligible to participate in the Employee Incentive Plan with a target payout of 50% of your eligible ea |
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| February 27, 2019 |
EX-21.1 12 wmgi-12302018x10kxex211.htm EXHIBIT 21.1 Exhibit 21.1 WRIGHT MEDICAL GROUP N.V. Subsidiaries Entity Name Country of Incorporation 1 . 2Hip Holdings SAS France 2 . BioMimetic Therapeutics Canada, Inc. Delaware, USA 3 . BioMimetic Therapeutics Limited United Kingdom 4 . BioMimetic Therapeutics LLC Delaware, USA 5 . BioMimetic Therapeutics Pty Ltd Australia 6 . BioMimetic Therapeutics USA, |
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| February 27, 2019 |
Exhibit 10.9 FORM D - STANDARD DIRECTOR OPTION GRANT NOTICE OF OPTION GRANT UNDER THE WRIGHT MEDICAL GROUP N.V. 2017 EQUITY AND INCENTIVE PLAN Wright Medical Group N.V., a public limited liability company organized under the laws of The Netherlands (the “Company”), pursuant to the Wright Medical Group N.V. 2017 Equity and Incentive Plan (as may be amended from time to time, the “Plan”), hereby gra |
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| February 27, 2019 |
EX-10.45 4 wmgi-12302018x10kxex1045.htm EXHIBIT 10.45 Exhibit 10.45 NEW JOB SUMMARY FOR KEVIN CORDELL DATE: December 7, 2018 POSITION: Executive Vice President, Chief Global Commercial Officer REPORTING TO: Bob Palmisano SALARY: $515,000 annual salary, less withholdings for Federal, FICA, and State taxes PAY FREQUENCY: Bi-Weekly EMPLOYEE INCENTIVE PLAN: You are eligible to participate in the Emplo |
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| February 27, 2019 |
EX-10.51 6 wmgi-12302018x10kxex1051.htm EXHIBIT 10.51 Exhibit 10.51 NEW JOB SUMMARY FOR PETER COOKE DATE: December 7, 2018 POSITION: President, Emerging Markets, Australia and Japan REPORTING TO: Kevin Cordell SALARY: $407,000.00 (USD) annual salary, less withholdings for Australian taxes and other legally mandated withholdings. This amount will not be eligible for merit increases for the first tw |
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| February 26, 2019 |
EX-99.1 2 wmgi12302018exhibit991pres.htm EXHIBIT 99.1 FOR IMMEDIATE RELEASE Investors & Media: Julie D. Dewey Sr. Vice President, Chief Communications Officer Wright Medical Group N.V. (901) 290-5817 [email protected] Wright Medical Group N.V. Reports 2018 Fourth Quarter and Full-Year Financial Results and Provides 2019 Annual Guidance Fourth Quarter 2018 Net Sales, Including Cartiva, of $238 |
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| February 26, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K 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 26, 2019 WRIGHT MEDICAL GROUP N.V. (Exact name of registrant as specified in its charter) The Netherlands 1-35065 98-0509600 (State or other jurisdiction of incorporation) (C |
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| February 13, 2019 |
SC 13G/A 1 orbimed-wmgi123118a4.htm SCHEDULE 13G HOLDINGS REPORT AMENDMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* Wright Medical Group N.V. (Name of Issuer) Ordinary Shares, Par Value €0.03 Per Share (Title of Class of Securities) N96617118 (CUSIP Number) December 31, 2018 (Date of Event Whic |
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| February 11, 2019 |
WMGIZ / Wright Medical Group N.V. / VANGUARD GROUP INC Passive Investment wrightmedicalgroupnv.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3 )* Name of issuer: Wright Medical Group NV Title of Class of Securities: Common Stock CUSIP Number: N96617118 Date of Event Which Requires Filing of this Statement: December 31, 2018 Check the appropr |
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| February 8, 2019 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K 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 7, 2019 WRIGHT MEDICAL GROUP N.V. (Exact Name of Registrant as Specified in its Charter) The Netherlands 1-35065 98-0509600 (State or Other Jurisdiction of Incorpora |
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| February 8, 2019 |
EX-4.1 Exhibit 4.1 [FACE OF NOTE] NO AFFILIATE (AS DEFINED IN RULE 144 UNDER THE SECURITIES ACT) OF WRIGHT MEDICAL GROUP, INC. OR WRIGHT MEDICAL GROUP N.V. OR PERSON THAT HAS BEEN AN AFFILIATE (AS DEFINED IN RULE 144 UNDER THE SECURITIES ACT) OF WRIGHT MEDICAL GROUP, INC. OR WRIGHT MEDICAL GROUP N.V. DURING THE IMMEDIATELY PRECEDING THREE MONTHS MAY PURCHASE, OTHERWISE ACQUIRE OR HOLD THIS SECURIT |
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| February 5, 2019 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 8-K 1 d695147d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2019 WRIGHT MEDICAL GROUP N.V. (Exact name of registrant as specified in its charter) The Netherlands 1-35065 98-0509600 (State or other jurisdict |
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| February 1, 2019 |
WMGIZ / Wright Medical Group N.V. / Invesco Ltd. - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* Wright Medical Group NV (Name of Issuer) Common Stock (Title of Class of Securities) N96617118 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi |
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| January 31, 2019 |
8-K 1 d663473d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 30, 2019 WRIGHT MEDICAL GROUP N.V. (Exact Name of Registrant as Specified in its Charter) The Netherlands 1-35065 98-0509600 (State or Other Juri |
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| January 31, 2019 |
EX-99.1 3 d663473dex991.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Investors & Media: Julie D. Dewey Sr. Vice President, Chief Communications Officer Wright Medical Group N.V. (901) 290-5817 [email protected] Wright Medical Group N.V. Announces Privately Negotiated Exchange of Wright Medical Group, Inc.’s 2.00% Cash Convertible Senior Notes due 2020 for its 1.625% Cash Convertible Senior |
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| January 31, 2019 |
EX-10.1 2 d663473dex101.htm EX-10.1 Exhibit 10.1 January 30, 2019 Wright Medical Group, Inc. 1023 Cherry Road Memphis, Tennessee 38117 Attn: James Lightman Wright Medical Group N.V. Prins Bernhardplein 200 1097 JB Amsterdam, The Netherlands Attn: James Lightman Re: Exchange for Wright Medical Group, Inc. 1.625% Cash Exchangeable Senior Notes due 2023 Ladies and Gentlemen: Wright Medical Group, Inc |
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| January 7, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 form8-kq42018prelimsales.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 7, 2019 WRIGHT MEDICAL GROUP N.V. (Exact name of registrant as specified in its charter) The Netherlands 1-35065 98-0509600 (State or ot |
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| January 7, 2019 |
FOR IMMEDIATE RELEASE Investors & Media: Julie D. Dewey Sr. Vice President, Chief Communications Officer Wright Medical Group N.V. (901) 290-5817 [email protected] Wright Medical Group N.V. Announces Preliminary Fourth Quarter and Full-Year 2018 Net Sales Fourth Quarter 2018 Net Sales, Including Cartiva, of Approximately $238 Million Full-Year 2018 Net Sales, Including Cartiva, of Approximate |
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| December 14, 2018 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS EX-99.3 Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS On October 10, 2018, Wright Medical Group, Inc., a Delaware corporation (the Company), completed its previously announced acquisition of Cartiva, Inc., a Delaware corporation (Cartiva). Pursuant to the terms of the Agreement and Plan of Merger (the Merger Agreement), dated August 24, 2018, by and among the Company, Br |
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| December 14, 2018 |
Financial Statements and Exhibits Form 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 14, 2018 (October 10, 2018) WRIGHT MEDICAL GROUP N.V. (Exact name of registrant as specified in its charter) The Netherlands 1-35065 98-0509600 (State or other j |
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| December 14, 2018 |
EX-99.1 Exhibit 99.1 Cartiva, Inc. Financial Statements as of September 30, 2018 and for the Nine Months Ended September 30, 2018 and 2017 Cartiva, Inc. Unaudited Balance Sheets September 30, 2018 2018 Assets Current assets: Cash and cash equivalents $ 13,832,832 Accounts receivable, net 4,670,278 Inventory 1,143,732 Prepaid expenses and other current assets 450,134 Total current assets 20,096,976 |
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| December 14, 2018 |
EX-99.2 4 d661912dex992.htm EX-99.2 Exhibit 99.2 Cartiva, Inc. Financial Statements as of and for the Year Ended December 31, 2017 and Independent Auditor’s Report CARTIVA, INC. TABLE OF CONTENTS Page INDEPENDENT AUDITOR’S REPORT 1 FINANCIAL STATEMENTS AS OF AND FOR THE YEAR ENDED DECEMBER 31, 2017 Balance Sheet 2 Statement of Operations 3 Statement of Stockholders’ Equity 4 Statement of Cash Flow |
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| November 8, 2018 |
WNGI / Wright Medical Group N.V. 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| November 8, 2018 |
Exhibit 10.1 Execution Version LIMITED CONSENT AND AMENDMENT NO. 1 to AMENDED AND RESTATED CREDIT, SECURITY AND GUARANTY AGREEMENT This LIMITED CONSENT AND AMENDMENT No. 1 TO AMENDED AND RESTATED CREDIT, SECURITY AND GUARANTY AGREEMENT (this “Amendment”) is made as of this 24th day of August, 2018, by and among WRIGHT MEDICAL GROUP N.V., a public limited liability company organized and existing un |
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| November 7, 2018 |
FOR IMMEDIATE RELEASE Investors & Media: Julie D. Dewey Sr. Vice President, Chief Communications Officer Wright Medical Group N.V. (901) 290-5817 [email protected] Wright Medical Group N.V. Reports 2018 Third Quarter Financial Results Third Quarter 2018 Net Sales of $194 Million, 13.8% as Reported Growth and 14.4% Constant Currency Growth Third Quarter 2018 Net Loss From Continuing Operations |
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| November 7, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 form8-kq32018.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2018 WRIGHT MEDICAL GROUP N.V. (Exact name of registrant as specified in its charter) The Netherlands 1-35065 98-0509600 (State or other jurisd |
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| October 10, 2018 |
Wright Medical Group N.V. Completes Acquisition of Cartiva, Inc. FOR IMMEDIATE RELEASE Investors & Media: Julie D. Dewey Sr. Vice President, Chief Communications Officer Wright Medical Group N.V. (901) 290-5817 [email protected] Wright Medical Group N.V. Completes Acquisition of Cartiva, Inc. AMSTERDAM, The Netherlands - October 10, 2018 - Wright Medical Group N.V. (NASDAQ:WMGI) today announced it has completed its acquisition of Cartiva, Inc. (Cartiva), a |
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| October 10, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 10, 2018 WRIGHT MEDICAL GROUP N.V. (Exact Name of Registrant as Specified in its Charter) The Netherlands 1-35065 98-0509600 (State or Other Jurisdiction of Incorporation) (Co |
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| August 29, 2018 |
424B5 1 d598929d424b5.htm FORM 424(B)(5) Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-211115 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered (1) Proposed Maximum Aggregate Offering Price Amount of Registration Fee(2) Ordinary Shares, par value €0.03 per share $448,923,727.20 $55,891 (1) The securities registered herein are offered pursu |
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| August 29, 2018 |
Offering of $440 Million Ordinary Shares EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Investors & Media: Julie D. Dewey Sr. Vice President, Chief Communications Officer Wright Medical Group N.V. (901) 290-5817 [email protected] Wright Medical Group N.V. Announces Proposed Public Offering of Ordinary Shares Offering of $440 Million Ordinary Shares AMSTERDAM, The Netherlands August 27, 2018 Wright Medical Group N.V. (NASDAQ:WMGI) to |
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| August 29, 2018 |
EX-99.2 5 d587539dex992.htm EX-99.2 Exhibit 99.2 FOR IMMEDIATE RELEASE Investors & Media: Julie D. Dewey Sr. Vice President, Chief Communications Officer Wright Medical Group N.V. (901) 290-5817 [email protected] Wright Medical Group N.V. Announces Pricing of Public Offering of Ordinary Shares AMSTERDAM, The Netherlands – August 27, 2018 – Wright Medical Group N.V. (NASDAQ:WMGI) today announc |
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| August 29, 2018 |
EX-1.1 Exhibit 1.1 EXECUTION VERSION WRIGHT MEDICAL GROUP N.V. 18,248,932 Ordinary Shares Underwriting Agreement August 27, 2018 J.P. Morgan Securities LLC c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Ladies and Gentlemen: Wright Medical Group N.V., a Netherlands public limited liability company (naamloze vennootschap or N.V.) (the “Company”), proposes to issue and se |
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| August 29, 2018 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 29, 2018 (August 27, 2018) WRIGHT MEDICAL GROUP N. |
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| August 27, 2018 |
Form 424(b)(5) Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. |
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| August 27, 2018 |
EX-99.1 3 d585531dex991.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Investors & Media: Julie D. Dewey Sr. Vice President, Chief Communications Officer Wright Medical Group N.V. (901) 290-5817 [email protected] Wright Medical Group N.V. Enters Into Definitive Agreement to Acquire Cartiva, Inc. Will Add Unique PMA-Approved Technology for High Volume Foot & Ankle Procedure and Further Acceler |
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| August 27, 2018 |
EX-99.2 4 d585531dex992.htm EX-99.2 Wright + Cartiva Transaction Overview August 27, 2018 Exhibit 99.2 Cautionary Note Regarding Forward-Looking Statements This presentation includes forward-looking statements under the Private Securities Litigation Reform Act of 1995. These forward-looking statements generally can be identified by the use of words such as “anticipate,” “expect,” “could,” “may,” “ |
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| August 27, 2018 |
8-K 1 d585531d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 27, 2018 (August 24, 2018) WRIGHT MEDICAL GROUP N.V. (Exact Name of Registrant as Specified in its Charter) The Netherlands 1-35065 98-0509600 (St |
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| August 27, 2018 |
EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among WRIGHT MEDICAL GROUP, INC. a Delaware corporation, BRAVES WMS, INC. a Delaware corporation, WRIGHT MEDICAL GROUP N.V. a Dutch public limited liability company (naamloze vennootschap) and solely for the limited purposes herein, CARTIVA, INC. a Delaware corporation, and FORTIS ADVISORS LLC as Representative Dated as of Au |
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| August 9, 2018 |
EX-10.9 8 wmgi-712018x10qxex109.htm EXHIBIT 10.9 Exhibit 10.9 Deutsche Bank Deutsche Bank AG, London Branch Winchester house 1 Great Winchester St, London EC2N 2DB Telephone: 44 20 7545 8000 c/o Deutsche Bank Securities Inc. 60 Wall Street New York, NY 10005 Telephone: 212-250-2500 DATE: June 21, 2018 TO: Wright Medical Group, Inc. 1023 Cherry Road Memphis, TN 38117 Wright Medical Group N.V. Prins |
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| August 9, 2018 |
Exhibit 10.8 JPMorgan Chase Bank, National Association London Branch 25 Bank Street Canary Wharf London E14 5JP England DATE: June 21, 2018 TO: Wright Medical Group, Inc. 1023 Cherry Road Memphis, TN 38117 Wright Medical Group N.V. Prins Bernhardplein 200 1097 JB Amsterdam The Netherlands ATTENTION: James Lightman Sr. Vice President, General Counsel and Secretary TELEPHONE: + 31 20 675 4002 EMAIL: |
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| August 9, 2018 |
EX-10.4 3 wmgi-712018x10qxex104.htm EXHIBIT 10.4 Exhibit 10.4 EXECUTION VERSION JPMorgan Chase Bank, National Association London Branch 25 Bank Street Canary Wharf London E14 5JP England June 20, 2018 To: Wright Medical Group N.V. | Legal Attention: James Lightman Sr. Vice President, General Counsel and Secretary Prins Bernhardplein 200 1097 JB Amsterdam The Netherlands Telephone No.: +31 20 675 4 |
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| August 9, 2018 |
EX-10.5 4 wmgi-712018x10qxex105.htm EXHIBIT 10.5 Exhibit 10.5 EXECUTION VERSION Bank of America, N.A. c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated One Bryant Park New York, NY 10036 Attn: Robert Stewart, Assistant General Counsel Telephone: 646-855-0711 Facsimile: 646-822-5618 June 20, 2018 To: Wright Medical Group N.V. | Legal Attention: James Lightman Sr. Vice President, General Counse |
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| August 9, 2018 |
EX-10.1 2 wmgi-712018x10qxex101.htm EXHIBIT 10.1 Exhibit 10.1 Execution Version AMENDED AND RESTATED CREDIT, SECURITY AND GUARANTY AGREEMENT dated as of May 7, 2018 by and among WRIGHT MEDICAL GROUP N.V., as Guarantor WRIGHT MEDICAL GROUP, INC. and certain other direct and indirect subsidiaries of Wright Medical Group N.V. listed on the signature pages hereto, each as a Borrower, and collectively |
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| August 9, 2018 |
WNGI / Wright Medical Group N.V. 10-Q (Quarterly Report) 10-Q 1 a10qwmgi-712018.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 1, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fro |
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| August 9, 2018 |
Exhibit 10.7 EXECUTION VERSION Bank of America, N.A. c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated One Bryant Park New York, NY 10036 Attn: Robert Stewart, Assistant General Counsel Telephone: 646-855-0711 Facsimile: 646-822-5618 June 20, 2018 To: Wright Medical Group N.V. | Legal Attention: James Lightman Sr. Vice President, General Counsel and Secretary Prins Bernhardplein 200 1097 JB A |
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| August 9, 2018 |
EX-10.10 9 wmgi-712018x10qxex1010.htm EXHIBIT 10.10 Exhibit 10.10 Wells Fargo Bank, National Association 375 Park Avenue New York, NY 10152 Attn: Structuring Services Group Telephone: 212-214-6101 Facsimile: 212-214-5913 DATE: June 21, 2018 TO: Wright Medical Group, Inc. 1023 Cherry Road Memphis, TN 38117 Wright Medical Group N.V. Prins Bernhardplein 200 1097 JB Amsterdam The Netherlands ATTENTION |
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| August 9, 2018 |
EX-10.6 5 wmgi-712018x10qxex106.htm EXHIBIT 10.6 Exhibit 10.6 EXECUTION VERSION JPMorgan Chase Bank, National Association London Branch 25 Bank Street Canary Wharf London E14 5JP England June 20, 2018 To: Wright Medical Group N.V. | Legal Attention: James Lightman Sr. Vice President, General Counsel and Secretary Prins Bernhardplein 200 1097 JB Amsterdam The Netherlands Telephone No.: + 31 20 675 |
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| August 8, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2018 WRIGHT MEDICAL GROUP N.V. (Exact name of registrant as specified in its charter) The Netherlands 1-35065 98-0509600 (State or other jurisdiction of incorporation) (Comm |
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| August 8, 2018 |
FOR IMMEDIATE RELEASE Investors & Media: Julie D. Dewey Sr. Vice President, Chief Communications Officer Wright Medical Group N.V. (901) 290-5817 [email protected] Wright Medical Group N.V. Reports 2018 Second Quarter Financial Results Second Quarter 2018 Net Sales of $205 Million Second Quarter 2018 Net Loss From Continuing Operations of $91 Million; Non-GAAP Adjusted EBITDA From Continuing |
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| July 3, 2018 |
EX-4.1 Exhibit 4.1 EXECUTION VERSION WRIGHT MEDICAL GROUP, INC. as Issuer WRIGHT MEDICAL GROUP N.V. as Guarantor AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee INDENTURE Dated as of June 28, 2018 1.625% Cash Exchangeable Senior Notes due 2023 TABLE OF CONTENTS Page Article 1 DEFINITIONS 1 Section 1.01 Definitions 1 Section 1.02 References to Interest 11 Section 1.03 Rules of Const |
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| July 3, 2018 |
8-K 1 d798105d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 28, 2018 WRIGHT MEDICAL GROUP N.V. (Exact Name of Registrant as Specified in its Charter) The Netherlands 1-35065 98-0509600 (State or Other Jurisdi |
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| July 2, 2018 |
Submission of Matters to a Vote of Security Holders 8-K 1 form8-k06292018agm.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 29, 2018 WRIGHT MEDICAL GROUP N.V. (Exact name of registrant as specified in its charter) The Netherlands 1-35065 98-0509600 (State or other juri |
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| June 21, 2018 |
EX-10.1 2 d621547dex101.htm EX-10.1 Exhibit 10.1 June 20, 2018 Wright Medical Group, Inc. 1023 Cherry Road Memphis Tennessee 38117 Attn: James Lightman Wright Medical Group N.V. Prins Bernhardplein 200 1097 JB Amsterdam, The Netherlands Attn: James Lightman Re: Exchange and/or Subscription for Wright Medical Group, Inc. 1.625% Cash Exchangeable Senior Notes due 2023 Ladies and Gentlemen: Wright Me |
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| June 21, 2018 |
EX-99.1 4 d621547dex991.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Investors & Media: Julie D. Dewey Sr. Vice President, Chief Communications Officer Wright Medical Group N.V. (901) 290-5817 [email protected] Wright Medical Group N.V. Announces Private Placement of $675 Million of 1.625% Cash Convertible Senior Notes Due 2023 AMSTERDAM, The Netherlands – June 21, 2018 – Wright Medical Gro |
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| June 21, 2018 |
EX-10.2 3 d621547dex102.htm EX-10.2 Exhibit 10.2 June 20, 2018 Wright Medical Group, Inc. 1023 Cherry Road Memphis Tennessee 38117 Attn: James Lightman Wright Medical Group N.V. Prins Bernhardplein 200 1097 JB Amsterdam, The Netherlands Attn: James Lightman Re: Subscription for Wright Medical Group, Inc. 1.625% Cash Exchangeable Senior Notes due 2023 Ladies and Gentlemen: Wright Medical Group, Inc |
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| June 21, 2018 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 20, 2018 WRIGHT MEDICAL GROUP N.V. (Exact Name of Registrant as Specified in its Charter) The Netherlands 1-35065 98-0509600 (State or Other Jurisdiction of Incorporatio |
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| May 30, 2018 |
WNGI / Wright Medical Group N.V. CORRESP Prins Bernhardplein 200 1097 JB Amsterdam The Netherlands +31 (20) 521 4777 wright. |
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| May 15, 2018 |
WNGI / Wright Medical Group N.V. DEFA14A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definit |
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| May 15, 2018 |
WNGI / Wright Medical Group N.V. DEF 14A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definit |
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| May 9, 2018 |
WNGI / Wright Medical Group N.V. 10-Q (Quarterly Report) 10-Q 1 a10qwmgi-412018.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 1, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fr |
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| May 9, 2018 |
EXHIBIT 10.3 OMNIBUS LIMITED CONSENT AND AMENDMENT NO. 3 TO CREDIT, SECURITY AND GUARANTY AGREEMENT AND AMENDMENT NO. 2 TO PLEDGE AGREEMENT This OMNIBUS LIMITED CONSENT AND AMENDMENT NO. 3 TO CREDIT, SECURITY AND GUARANTY AGREEMENT AND AMENDMENT NO. 2 TO PLEDGE AGREEMENT (this “Amendment”) is made as of this 13th day of February, 2018, by and among WRIGHT MEDICAL GROUP N.V., a public limited liabi |
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| May 9, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 form8-kq12018.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2018 WRIGHT MEDICAL GROUP N.V. (Exact name of registrant as specified in its charter) The Netherlands 1-35065 98-0509600 (State or other jurisdictio |
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| May 9, 2018 |
FOR IMMEDIATE RELEASE Investors & Media: Julie D. (Tracy) Dewey Sr. Vice President, Chief Communications Officer Wright Medical Group N.V. (901) 290-5817 [email protected] Wright Medical Group N.V. Reports 2018 First Quarter Financial Results First Quarter 2018 Net Sales of $199 Million First Quarter 2018 Net Loss From Continuing Operations of $20 Million; Non-GAAP Adjusted EBITDA From Contin |
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| April 30, 2018 |
WNGI / Wright Medical Group N.V. PRE 14A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definit |
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| April 4, 2018 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2018 WRIGHT MEDICAL GROUP N.V. (Exact name of registrant as specified in its charter) The Netherlands 1-35065 98-0509600 (State or other jurisdiction of incorporation) (Comm |
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| April 4, 2018 |
This THIRD AMENDMENT TO THE THIRD SETTLEMENT AGREEMENT, dated October 3, 2017, between (i) Wright Medical Technology, Inc. |
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| February 28, 2018 |
WMGI / Wright Medical Group N.V. 10-K (Annual Report) 10-K 1 wmgi-12312017x10k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from |
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| February 28, 2018 |
EX-10.44 2 wmgi-12312017x10kxex1044.htm EXHIBIT 10.44 Exhibit 10.44 CONFIDENTIALITY, NON-COMPETITION, NON-SOLICITATION AND INTELLECTUAL PROPERTY RIGHTS AGREEMENT THIS CONFIDENTIALITY, NON‑COMPETITION, NON-SOLICITATION, AND INTELLECTUAL PROPERTY RIGHTS AGREEMENT (this “Agreement”) is entered into as of August 14, 2017 by and between Wright Medical Group, Inc., a Delaware corporation (together with |
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| February 28, 2018 |
Exhibit 10.53 LIMITED CONSENT AND AMENDMENT NO. 2 to CREDIT, SECURITY AND GUARANTY AGREEMENT This LIMITED CONSENT AND AMENDMENT No. 2 TO CREDIT, SECURITY AND GUARANTY AGREEMENT (this “Amendment”) is made as of this 14th day of December, 2017, by and among WRIGHT MEDICAL GROUP N.V., a public limited liability company organized and existing under the laws of the Netherlands with its corporate seat ( |
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| February 28, 2018 |
EX-10.45 3 wmgi-12312017x10kxex1045.htm EXHIBIT 10.45 Exhibit 10.45 SEPARATION PAY AGREEMENT THIS SEPARATION PAY AGREEMENT (“Agreement”), dated as of August 14, 2017 (the “Effective Date”) is made by and between WRIGHT MEDICAL GROUP, INC., a Delaware corporation (the “Company”), on behalf of itself and one or more of its Affiliates, and Jason D. Asper (the “Executive”). WHEREAS, the Company or one |
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| February 28, 2018 |
Exhibit 10.46 JOB OFFER SUMMARY FOR JASON ASPER POSITION: Senior Vice President New Business Development REPORTING TO: Lance Berry, Sr VP and CFO LOCATION: Wright Medical, 1023 Cherry Road, Memphis, TN 38117 SALARY: $335,000.00, annual salary, less withholdings for Federal, FICA, and State taxes PAY FREQUENCY: Bi-Weekly START DATE: August 14, 2017 EMPLOYEE INCENTIVE PLAN: You are eligible to parti |
