0001557939-15-000053.txt : 20150826 0001557939-15-000053.hdr.sgml : 20150826 20150826132043 ACCESSION NUMBER: 0001557939-15-000053 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150825 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20150826 DATE AS OF CHANGE: 20150826 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Acelity L.P. Inc. CENTRAL INDEX KEY: 0001557939 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 981022387 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-184233-14 FILM NUMBER: 151075406 BUSINESS ADDRESS: STREET 1: 12930 IH 10 WEST CITY: SAN ANTONIO STATE: TX ZIP: 78249 BUSINESS PHONE: 2102556898 MAIL ADDRESS: STREET 1: 12930 IH 10 WEST CITY: SAN ANTONIO STATE: TX ZIP: 78249 FORMER COMPANY: FORMER CONFORMED NAME: Centaur Guernsey L.P. Inc. DATE OF NAME CHANGE: 20120911 8-K 1 a20158-kacelityholdingincf.htm 8-K 8-K


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): August 26, 2015 (August 26, 2015)


ACELITY L.P. INC.
(Exact name of registrant as specified in its charter)

Guernsey
 
333-184233-14
 
98-1022387
(State or other jurisdiction of incorporation or organization)
 
Commission File Number
 
(I.R.S. Employer Identification No.)

12930 West Interstate 10
San Antonio, Texas
 
78249
(Address of principal executive offices)
 
(Zip Code)

Registrant's telephone number, including area code: (210) 524-9000

Not Applicable
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):
    
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
    
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
    
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
    
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))












Item 7.01. Regulation FD Disclosure.

Acelity L.P. Inc. (the “Company”) is disclosing under Item 7.01 of this Current Report on Form 8-K the information contained in the press release attached to this report as Exhibit 99.1, which information is incorporated herein by reference solely for purposes of this Item 7.01 disclosure.

As provided in General Instruction B.2 of Form 8-K, the information included under this Item, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of such section nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. This Current Report will not be deemed an admission as to the materiality of any information in this Current Report that is required to be disclosed solely by Regulation FD.

Item 9.01 Financial Statements and Exhibits.

The following exhibit is furnished herewith.
(d) Exhibits
 
    
Exhibit No.
 
Description
99.1
 
Press Release dated August 26, 2015, issued by Acelity Holdings, Inc.










SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


 
ACELITY L.P. INC.
 
 
 
Date: August 26, 2015
By:
/s/ John T. Bibb
 
Name:
John T. Bibb
 
Title:
Authorized Signatory






EXHIBIT INDEX

    
Exhibit No.
 
Description
99.1
 
Press Release dated August 26, 2015, issued by Acelity Holdings, Inc.





EX-99.1 2 exhibit991pressreleasedate.htm EXHIBIT 99.1 Exhibit


Acelity Files Registration Statement for Proposed Initial Public Offering

San Antonio, TX - August 26, 2015 - Acelity Holdings, Inc. (“Acelity”) today announced that it has filed a registration statement on Form S-1 with the U.S. Securities and Exchange Commission relating to a proposed initial public offering of its common stock. The number of shares to be offered and the price range for the proposed offering have not yet been determined. Acelity is a wholly-owned subsidiary of Acelity L.P. Inc., and in connection with this offering, Acelity will become the parent company of Acelity L.P. Inc.’s advanced wound care and regenerative medicine businesses.

J.P. Morgan, Goldman, Sachs & Co. and BofA Merrill Lynch are acting as joint book-running managers for the proposed offering.

The offering will be made only by means of a prospectus. When available, a copy of the preliminary prospectus related to the offering may be obtained from: J.P. Morgan Securities LLC, Attention: Prospectus Department c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, via telephone: 1-866-803-9204; Goldman, Sachs & Co., Attention: Prospectus Department, 200 West Street, New York, NY 10282, via telephone: 1-866-471-2526 or by facsimile at 212-902-9316, or via email: prospectus-ny@ny.email.gs.com; or BofA Merrill Lynch, Attn: Prospectus Department at 222 Broadway, New York, NY 10038, or by email at dg.prospectus_requests@baml.com.

A registration statement relating to these securities has been filed with the U.S. Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Acelity
Acelity L.P. Inc. and its subsidiaries are a global advanced wound care and regenerative medicine company created by uniting the strengths of three companies, Kinetic Concepts, Inc., LifeCell Corporation and Systagenix Wound Management, Limited. Available in more than 75 countries, the innovative and complementary Acelity product portfolio delivers value through solutions that speed healing and lead the industry in quality, safety and customer experience. Headquartered in San Antonio, Texas, Acelity employs more than 5,700 people around the world.


Media Contacts

Acelity
Cheston Turbyfill
(210) 255-6696

Brunswick Group
Jayne Rosefield / Lauren Nadig
(212) 333-3810

Investor Relations Contact
Caleb Moore
caleb.moore@acelity.com