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 2, 2015

 

 

Wright Medical Group, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-35823   13-4088127

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

1023 Cherry Road

Memphis, Tennessee

  38117
(Address of principal executive offices)   (Zip Code)

(901) 867-9971

(Registrant’s telephone number, including area code)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

x Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 8.01. Other Events.

On February 2, 2015, Wright Medical Group, Inc. (“Wright”) issued the attached press release announcing that Wright received a Request for Additional Information and Documentary Material (commonly known as a “Second Request”) from the Federal Trade Commission on January 28, 2015 in connection with its proposed merger with Tornier N.V.

Wright also announced that the previously disclosed pending pre-approval inspection of an Augment Bone Graft vendor had concluded and resulted in the issuance of a so-called “483” containing certain observations to which the vendor has already responded.

A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference into this Item 8.01.

 

Item 9.01. Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit
No.

  

Description

99.1    Press Release issued by Wright Medical Group, Inc. dated February 2, 2015.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    WRIGHT MEDICAL GROUP, INC.
    By  

/s/ Lance A. Berry

Date: February 2, 2015      

Lance A. Berry

Senior Vice President and Chief Financial Officer


EXHIBIT INDEX

 

Exhibit
No.

  

Description

99.1    Press Release issued by Wright Medical Group, Inc. dated February 2, 2015.