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4//SEC Filing

ORTHOVITA INC 4

Accession 0001181431-11-038706

CIK 0000913756operating

Filed

Jun 28, 8:00 PM ET

Accepted

Jun 29, 5:05 PM ET

Size

8.5 KB

Accession

0001181431-11-038706

Insider Transaction Report

Form 4
Period: 2011-06-27
STRYKER CORP
10% Owner
Transactions
  • Other

    Common Stock

    2011-06-27$3.85/sh+67,512,965$259,924,91567,512,965 total(indirect: By Owl Acquisition Corporation)
  • Other

    Common Stock

    2011-06-27$3.85/sh+9,580,131$36,883,504100 total(indirect: By Howmedica Osteonics Corporation)
Footnotes (3)
  • [F1]Pursuant to the Agreement and Plan of Merger, dated May 16, 2011 (the "Merger Agreement"), among Stryker Corporation ("Parent"), Owl Acquisition Corporation (the "Purchaser") and Orthovita, Inc. (the "Company"), the Purchaser, an indirect wholly owned subsidiary of Parent, commenced a tender offer (the "Offer") on May 27, 2011 for all of the outstanding shares of common stock of the Company (the "Shares") at a price of $3.85 per Share in cash. The Offer expired at 12:00 midnight, New York City time, at the end of Friday, June 24, 2011, at which time approximately 67,512,965 Shares had been validly tendered and not withdrawn pursuant to the Offer (including 1,312,608 Shares subject to guarantees of delivery), and such Shares were accepted for purchase by the Purchaser on June 27, 2011. The Shares purchased represented approximately 87.6% of the Company's outstanding Shares.
  • [F2]Reflects all of the outstanding Shares of the Company not tendered in the Offer and deemed acquired by Parent pursuant to the consummation of the merger of Purchaser with and into the Company (the "Merger"). Upon consummation of the Merger, each Share acquired by Parent pursuant to the Offer and the Merger was canceled and ceased to exist.
  • [F3]Prior to the Merger, the acquired securities were owned directly by Purchaser, an indirect wholly owned subsidiary of Parent. Prior to the Merger, Parent indirectly held through Howmedica Osteonics Corporation, a direct subsidiary of Parent, 100 shares of Purchaser, par value $0.01 per share, which shares represented all of the issued and outstanding common stock of Purchaser. Upon the consummation of the Merger, each share of Purchaser was converted into one share of the surviving corporation. Purchaser's separate existence ceased and the Company survived as an indirect wholly owned subsidiary of Parent.

Issuer

ORTHOVITA INC

CIK 0000913756

Entity typeoperating

Related Parties

1
  • filerCIK 0000913756

Filing Metadata

Form type
4
Filed
Jun 28, 8:00 PM ET
Accepted
Jun 29, 5:05 PM ET
Size
8.5 KB