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WMGI > SEC Filings for WMGI > Form 8-K/A on 17-May-2013All Recent SEC Filings

Show all filings for WRIGHT MEDICAL GROUP INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K/A for WRIGHT MEDICAL GROUP INC


17-May-2013

Financial Statements and Exhibits


Item 2.01. Financial Statements and Exhibits.

This Amendment No. 1 to Current Report on Form 8-K/A (the "Amendment") is being filed to amend the Current Report on Form 8-K filed by us with the U.S. Securities and Exchange Commission on March 1, 2013 (the "Original Report") regarding the completion of the mergers contemplated by the Agreement and Plan of Merger, dated as of November 19, 2012, by and among BioMimetic Therapeutics, Inc. ("BioMimetic"), us, and our wholly-owned subsidiaries, Achilles Merger Subsidiary, Inc. ("Merger Sub"), and Achilles Acquisition Subsidiary, LLC ("Sister Subsidiary" and together with Merger Sub, the "Merger Subsidiaries"). Pursuant to the Agreement and Plan of Merger, Merger Sub merged with and into BioMimetic followed by BioMimetic merging with and into Sister Subsidiary, with Sister Subsidiary continuing as the final surviving entity and changing its name to BioMimetic Therapeutics, LLC. As a result of these transactions, BioMimetic Therapeutics, LLC became our wholly-owned subsidiary.

The sole purpose of this Amendment is to provide the financial statements and pro forma information required by Item 9.01, which were excluded from the Original Report and are filed as exhibits hereto and are incorporated herein by reference. All other items in the Original Report remain the same and are hereby incorporated by reference into this Amendment.

Item 9.01 Financial Statements and Exhibits.

(a) Financial Statements of Business Acquired.

The audited consolidated financial statements of BioMimetic Thereapeutics, Inc. as of December 31, 2012 and 2011 and for each of the three years in the period ended December 31, 2012 are filed as Exhibit 99.2 to this Amendment.

(b) Pro Forma Financial Information.

Our unaudited pro forma condensed combined financial statements as of and for the year ended December 31, 2012 giving effect to the acquisition of BioMimetic Therapeutics, Inc. are filed as Exhibit 99.3 hereto.

(d) Exhibits

23.1      Consent of Independent Registered Public Accounting Firm.

99.1*     Agreement and Plan of Merger, dated as of November 19, 2012, among
          Wright Medical Group, Inc., BioMimetic Therapeutics, Inc., Achilles
          Merger Subsidiary, Inc. and Achilles Acquisition Subsidiary, LLC.

99.2      BioMimetic Therapeutics, Inc. Audited Consolidated Financial Statements
          as of December 31, 2012 and 2011 and for each of the three years in the
          period ended December 31, 2012.

99.3      Unaudited Pro Forma Condensed Combined Financial Statements of Wright
          Medical Group, Inc. as of and for the Year Ended December 31, 2012.

* Previously filed


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