0001104659-15-048119.txt : 20150626
0001104659-15-048119.hdr.sgml : 20150626
20150626192308
ACCESSION NUMBER: 0001104659-15-048119
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150624
FILED AS OF DATE: 20150626
DATE AS OF CHANGE: 20150626
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ZIMMER BIOMET HOLDINGS, INC.
CENTRAL INDEX KEY: 0001136869
STANDARD INDUSTRIAL CLASSIFICATION: ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES [3842]
IRS NUMBER: 134151777
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 345 EAST MAIN STREET
CITY: WARSAW
STATE: IN
ZIP: 46580
BUSINESS PHONE: 5742676131
MAIL ADDRESS:
STREET 1: 345 EAST MAIN STREET
CITY: WARSAW
STATE: IN
ZIP: 46580
FORMER COMPANY:
FORMER CONFORMED NAME: ZIMMER HOLDINGS INC
DATE OF NAME CHANGE: 20010315
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BCP V CO-INVESTORS L.P.
CENTRAL INDEX KEY: 0001537475
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-16407
FILM NUMBER: 15956388
BUSINESS ADDRESS:
STREET 1: CO/ THE BLACKSTONE GROUP L.P.
STREET 2: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: (212) 583-5224
MAIL ADDRESS:
STREET 1: CO/ THE BLACKSTONE GROUP L.P.
STREET 2: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BLACKSTONE FAMILY INVESTMENT PARTNERSHIP V-SMD L.P.
CENTRAL INDEX KEY: 0001537476
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-16407
FILM NUMBER: 15956390
BUSINESS ADDRESS:
STREET 1: CO/ THE BLACKSTONE GROUP L.P.
STREET 2: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: (212) 583-5224
MAIL ADDRESS:
STREET 1: CO/ THE BLACKSTONE GROUP L.P.
STREET 2: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Blackstone Family Investment Partnership V L.P.
CENTRAL INDEX KEY: 0001368612
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-16407
FILM NUMBER: 15956391
BUSINESS ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BCP V-S L P
CENTRAL INDEX KEY: 0001347646
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-16407
FILM NUMBER: 15956392
BUSINESS ADDRESS:
STREET 1: 345 PARK AVE
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: 345 PARK AVE
CITY: NEW YORK
STATE: NY
ZIP: 10154
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BLACKSTONE CAPITAL PARTNERS V L P
CENTRAL INDEX KEY: 0001343206
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-16407
FILM NUMBER: 15956394
BUSINESS ADDRESS:
STREET 1: 345 PARK AVE
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: 345 PARK AVE
CITY: NEW YORK
STATE: NY
ZIP: 10154
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Blackstone Participation Partnership V L.P.
CENTRAL INDEX KEY: 0001368610
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-16407
FILM NUMBER: 15956389
BUSINESS ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Blackstone Capital Partners V-AC L.P.
CENTRAL INDEX KEY: 0001511258
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-16407
FILM NUMBER: 15956393
BUSINESS ADDRESS:
STREET 1: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
3
1
a3.xml
3
X0206
3
2015-06-24
0
0001136869
ZIMMER BIOMET HOLDINGS, INC.
ZBH
0001343206
BLACKSTONE CAPITAL PARTNERS V L P
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001511258
Blackstone Capital Partners V-AC L.P.
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001347646
BCP V-S L P
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001368612
Blackstone Family Investment Partnership V L.P.
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001537476
BLACKSTONE FAMILY INVESTMENT PARTNERSHIP V-SMD L.P.
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001368610
Blackstone Participation Partnership V L.P.
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001537475
BCP V CO-INVESTORS L.P.
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
Common Stock
3428144.5
I
See Footnotes
Common Stock
549148.4
I
See Footnotes
Common Stock
1624106.8
I
See Footnotes
Common Stock
181782.8
I
See Footnotes
Common Stock
17370.7
I
See Footnotes
Common Stock
12874.1
I
See Footnotes
Common Stock
1538284.8
I
See Footnotes
Cash-Settled Equity Swap
110.26
2017-08-01
Common Stock
56746
I
See Footnotes
Reflects shares of common stock of Zimmer Biomet Holdings, Inc. (the "Common Stock") that may be deemed to be indirectly beneficially owned by Blackstone Capital Partners V, L.P. as a result of its ownership of membership units in LVB Acquisition Holding, LLC ("Holding").
Reflects shares of Common Stock that may be deemed to be indirectly beneficially owned by Blackstone Capital Partners V-AC L.P. as a result of its ownership of membership units in Holding.
Reflects shares of Common Stock that may be deemed to be indirectly beneficially owned by BCP V-S L.P. as a result of its ownership of membership units in Holding.
Reflects shares of Common Stock that may be deemed to be indirectly beneficially owned by Blackstone Family Investment Partnership V L.P. as a result of its ownership of membership units in Holding.
Reflects shares of Common Stock that may be deemed to be indirectly beneficially owned by Blackstone Family Investment Partnership V-SMD L.P. as a result of its ownership of membership units in Holding.
Reflects shares of Common Stock that may be deemed to be indirectly beneficially owned by Blackstone Participation Partnership V L.P. as a result of its ownership of membership units in Holding.
Reflects shares of Common Stock that may be deemed to be indirectly beneficially owned by BCP V Co-Investors L.P. as a result of its ownership of membership units in Holding.
The Blackstone Funds (as defined below) hold 1,308,419.15815 membership units of Holding, the beneficial owner of 30,118,560 shares of Common Stock of Zimmer Holdings, Inc. (which are reported in a separate Form 3 filing), including (i) 610,123.16500 membership units of Holding held by Blackstone Capital Partners V, L.P., (ii) 97,734.55100 membership units of Holding held by Blackstone Capital Partners V-AC L.P., (iii) 289,050.00000 membership units of Holding held by BCP V-S L.P., (iv) 13,731.75000 membership units of Holding held by Blackstone Family Investment Partnership V L.P., (v) 21,712.55300 membership units of Holding held by Blackstone Family Investment Partnership V-SMD L.P., (vi) 2,291.27315 membership units of Holding held by Blackstone Participation Partnership V L.P., and (vii) 273,775.86600 membership units of Holding held by BCP V Co-Investors L.P., (collectively, the "Blackstone Funds").
Blackstone Management Associates V L.L.C is the general partner of each of Blackstone Capital Partners V L.P., Blackstone Capital Partners V-AC L.P., BCP V-S L.P., and BCP V Co-Investors L.P. BMA V L.L.C. is the sole member of Blackstone Management Associates V L.L.C. BCP V Side-By-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership V L.P. and Blackstone Participation Partnership V L.P. Blackstone Family GP L.L.C. is the general partner of Blackstone Family Investment Partnership V-SMD L.P.
Blackstone Holdings III L.P. is the managing member and the owner of a majority in interest of BMA V L.L.C. and the sole member of BCP V Side-By-Side GP L.L.C. Blackstone Holdings III GP L.P is the general partner of Blackstone Holdings III L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group L.P.
The general partner of The Blackstone Group L.P. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. Blackstone Family GP L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Mr. Schwarzman.
Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own a portion of the membership units beneficially owned by the Blackstone Funds directly or indirectly controlled by it or him, but each disclaims beneficial ownership of such membership units except to the extent of its or his indirect pecuniary interest therein.
An affiliate of The Blackstone Group L.P. (that neither controls nor is controlled by any of the Blackstone Funds) established a short position through cash-settled equity swaps (the "Swaps") with respect to 56,746 shares of Common Stock. This position was established prior to the Reporting Persons becoming subject to Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). This position is part of a basket of short positions, which is intended to hedge such affiliate's long position in another issuer.
Under the terms of these Swaps, on the designated settlement date or earlier termination of such swap (the "Settlement Date"), such affiliate will be obligated to pay to the counterparty any positive price performance of the reference shares between the reference price ($110.26) and market value of such reference shares as of such Settlement Date and the counterparty will be obligated to pay to such affiliate any negative price performance of the reference shares between the reference price and market value of such reference shares as of such Settlement Date.
The Blackstone Group L.P., Blackstone Group Management L.L.C. and Mr. Schwarzman may be deemed to indirectly beneficially own a portion of the Swaps described herein. The Blackstone Group L.P., Blackstone Group Management L.L.C. and Mr. Schwarzman each disclaims beneficial ownership of such Swaps except to the extent of its or his indirect pecuniary interest therein.
Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
Pursuant to Rule 16a-1(a)(4) under the Exchange Act, the Reporting Persons state that this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any securities reported herein.
Because no more than 10 reporting persons can file any one Form 3 through the Securities and Exchange Commission's EDGAR system, Blackstone Management Associates V L.L.C., BMA V L.L.C., BCP V Side-By-Side GP L.L.C., Blackstone Family GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group L.P., Blackstone Group Management L.L.C. and Stephen A. Schwarzman have filed a separate Form 3.
** Blackstone Capital Partners V L.P. By: Blackstone Management Associates V L.L.C., its General Partner By: BMA V L.L.C. its Sole Member By: /s/ John G. Finley Title: Chief Legal Officer
2015-06-26
**Blackstone Capital Partners V-AC L.P. By: Blackstone Management Associates V L.L.C., its General Partner By: BMA V L.L.C., its Sole Member By: /s/ John G. Finley Title: Chief Legal Officer
2015-06-26
** BCP V-S L.P. By: Blackstone Management Associates V L.L.C., its General Partner By: BMA V L.L.C., its Sole Member By: /s/ John G. Finley Title: Chief Legal Officer
2015-06-26
** Blackstone Family Investment Partnership V L.P. By: BCP V Side-by-Side GP L.L.C., its General Partner By: /s/ John G. Finley Title: Chief Legal Officer
2015-06-26
** Blackstone Family Investment Partnership V-SMD L.P. By: Blacstone Family GP L.L.C., its General Partner By: /s/ John G. Finley Title: Chief Legal Officer
2015-06-26
** Blackstone Participation Partnership V L.P. By: BCP V Side-by-Side GP L.L.C., its General Partner By: /s/ John G. Finley Title: Chief Legal Officer
2015-06-26
** BCP V Co-Investors L.P. By: Blackstone Management Associates V L.L.C., its General Partner By: BMA V L.L.C., its Sole Member By: /s/ John G. Finley Title: Chief Legal Officer
2015-06-26