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| TRNX > SEC Filings for TRNX > Form 8-K/A on 13-Dec-2012 | All Recent SEC Filings |
13-Dec-2012
Financial Statements and Exhibits
(a) Financial Statements of Businesses Acquired.
The unaudited interim financial statements of OrthoHelix as of September 30, 2012 and 2011 and for the nine months ended September 30, 2012 and 2011 are filed as Exhibit 99.1 to this Amendment No. 1 and incorporated herein by reference. The audited financial statements of OrthoHelix as of December 31, 2011 and 2010 and for the years ended December 31, 2011 and 2010 are filed as Exhibit 99.2 to this Amendment No. 1 and incorporated herein by reference.
(b) Pro Forma Financial Information.
The unaudited pro forma combined balance sheet as of September 30, 2012 and unaudited pro forma combined statements of operations for the nine months ended September 30, 2012 and the year ended December 31, 2011 and the notes to such unaudited pro forma combined financial statements, all giving effect to the acquisition of OrthoHelix, are attached hereto as Exhibit 99.3 and incorporated herein by reference.
(c) Shell Company Information.
Not applicable.
(d) Exhibits.
Exhibit
No. Description
2.1 Agreement and Plan of Merger dated as of August 23, 2012 by and among
Tornier N.V., Oscar Acquisition Corp., OrthoHelix Surgical Designs,
Inc. and the Representative (Incorporated by reference to Exhibit 2.1
to the Tornier's Current Report on Form 8-K as filed with the SEC on
August 24, 2012
(File No. 001-35065)*
23.1 Consent of SS&G, Inc., Independent Auditors
99.1 Unaudited interim financial statements of OrthoHelix Surgical Designs,
Inc. as of September 30, 2012 and 2011 and for the nine months ended
September 30, 2012 and 2011
99.2 Audited financial statements of OrthoHelix Surgical Designs, Inc. as
of and for the years ended December 31, 2011 and 2010
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Exhibit
No. Description
99.3 Unaudited pro forma financial information as of and for the nine
months ended September 30, 2012 and the year ended December 31, 2011
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* All exhibits and schedules to the Agreement and Plan of Merger have been omitted pursuant to Item 601(b)(2) of Regulation S-K. Tornier will furnish the omitted exhibits and schedules to the SEC upon request by the SEC.
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