Zimmer Holdings Inc. (NYSE: ZMH) announced Thursday the preliminary interim results of Zimmer's exchange offer for Centerpulse AG.
Zimmer also announced the corresponding results of its exchange offer for InCentive Capital AG, which beneficially owns 2,237,577 Centerpulse registered shares or approximately 18.6 percent of the issued Centerpulse registered shares. The initial offering period for Zimmer's exchange offers expired Wednesday.
Based on preliminary information provided by Credit Suisse First Boston and Mellon Investor Services LLC - as the Swiss offer manager and the U.S. exchange agent, respectively, for Zimmer's Centerpulse offer - as of the expiration of the initial offering period, 7,489,650 Centerpulse registered shares and 6,712,776 Centerpulse American depositary shares, including Centerpulse ADS subject to guaranteed delivery, were tendered and not withdrawn.
Based on information provided Thursday by Centerpulse, the foregoing shares and ADS represent approximately 67 percent of the outstanding Centerpulse registered shares, including shares represented by Centerpulse ADS, on a fully diluted basis. As a result, Zimmer officials believe that the minimum condition for Zimmer's Centerpulse offer will be satisfied regardless of whether Zimmer's offer for InCentive is successful.
Based on preliminary information provided by Credit Suisse First Boston - the Swiss offer manager for Zimmer's InCentive Capital offer - as of the expiration of the initial offering period, 2,123,647 bearer shares of InCentive Capital were tendered and not withdrawn. The foregoing shares represent approximately 98.9 percent of the outstanding bearer shares of InCentive Capital, which means the condition relating to the minimum tender requirement for Zimmer's InCentive offer should be satisfied.
Zimmer will announce the definitive interim results of the Centerpulse offer and the InCentive Capital offer Tuesday in accordance with Swiss law.