Zimmer Holdings Inc. announced Tuesday that it has adjourned its special meeting of stockholders to 11 a.m. July 30 at Zimmer's global headquarters, 345 E. Main St., Warsaw.
The purpose of the special meeting is to vote on the issuance of shares of Zimmer common stock in connection with Zimmer's proposed acquisitions of Centerpulse AG and InCentive Capital AG, a significant shareholder of Centerpulse. Approval of the issuance requires the affirmative vote of holders of a majority of the shares of Zimmer common stock present in person or by proxy at the special meeting and entitled to vote. At the time the special meeting was adjourned, Zimmer had received proxies for approximately 138 million shares, of which approximately 135 million shares (or 98 percent) were in favor of the issuance.
Zimmer believes the additional time provided by this adjournment is necessary to allow for the resolution of appeals of Zimmer, Smith & Nephew Group plc, Centerpulse AG and InCentive Capital AG pending before the Swiss Federal Banking Commission relating to, among other things, the terms of Zimmer's exchange offers and the timetable under which Zimmer's and Smith & Nephew's exchange offers are proceeding, and the uncertainty concerning the final terms of Smith & Nephew's exchange offers.