8-K
STRYKER CORP (SYK)
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 11, 2020
STRYKER CORPORATION
(Exact name of registrant as specified in its charter)
| Michigan | 001-13149 | 38-1239739 |
|---|---|---|
| (State<br> <br>of incorporation) | (Commission<br> <br>File Number) | (I.R.S. Employer<br> <br>Identification No.) |
| 2825 Airview Boulevard Kalamazoo, Michigan | 49002 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
(269) 385-2600
(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:
| ☐ | 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)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br> <br>Symbol(s) | Name of each exchange<br> <br>on which registered |
|---|---|---|
| Common Stock, $.10 Par Value | SYK | New York Stock Exchange |
| 1.125% Notes due 2023 | SYK23 | New York Stock Exchange |
| 0.250% Notes due 2024 | SYK24A | New York Stock Exchange |
| 2.125% Notes due 2027 | SYK27 | New York Stock Exchange |
| 0.750% Notes due 2029 | SYK29 | New York Stock Exchange |
| 2.625% Notes due 2030 | SYK30 | New York Stock Exchange |
| 1.000% Notes due 2031 | SYK31 | New York Stock Exchange |
| Floating Rate Notes due 2020 | SYK20A | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| ITEM 2.01 | COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS. |
|---|
On November 11, 2020, Stryker Corporation, a Michigan corporation (“Stryker”), and Stryker B.V., a private company with limited liability organized under the laws of the Netherlands (“Purchaser”) and wholly owned subsidiary of Stryker, completed the acquisition of Wright Medical Group N.V., a public limited liability company organized under the laws of the Netherlands (“Wright”), pursuant to the terms of the previously announced Purchase Agreement, dated as of November 4, 2019 (the “Purchase Agreement”), by and among Stryker, Purchaser and Wright. The total aggregate consideration for the transaction was approximately $4.1 billion ($5.6 billion including the convertible notes).
The foregoing description of the Purchase Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Purchase Agreement, which Stryker filed as Exhibit 2.1 to its Current Report on Form 8-K dated November 6, 2019. All summaries and descriptions of the Purchase Agreement set forth above are qualified in their entirety by the Purchase Agreement.
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.
| STRYKER CORPORATION | |
|---|---|
| (Registrant) | |
| Date: November 16, 2020 | /s/ Glenn S. Boehnlein |
| Glenn S. Boehnlein | |
| Vice President, Chief Financial Officer |