0000903423-15-000423.txt : 20150630
0000903423-15-000423.hdr.sgml : 20150630
20150630165300
ACCESSION NUMBER: 0000903423-15-000423
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150624
FILED AS OF DATE: 20150630
DATE AS OF CHANGE: 20150630
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: COULTER JAMES G
CENTRAL INDEX KEY: 0001099776
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-16407
FILM NUMBER: 15961915
MAIL ADDRESS:
STREET 1: 301 COMMERCE STREET
STREET 2: SUITE 3300
CITY: FORT WORTH
STATE: TX
ZIP: 76102
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BONDERMAN DAVID
CENTRAL INDEX KEY: 0000860866
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-16407
FILM NUMBER: 15961916
MAIL ADDRESS:
STREET 1: 301 COMMERCE STREET
STREET 2: SUITE 3300
CITY: FORT WORTH
STATE: TX
ZIP: 76102
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: TPG Group Holdings (SBS) Advisors, Inc.
CENTRAL INDEX KEY: 0001495741
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-16407
FILM NUMBER: 15961917
BUSINESS ADDRESS:
STREET 1: C/O TPG GLOBAL, LLC
STREET 2: 301 COMMERCE STREET, SUITE 3300
CITY: FORT WORTH
STATE: TX
ZIP: 76102
BUSINESS PHONE: 817-871-4000
MAIL ADDRESS:
STREET 1: C/O TPG GLOBAL, LLC
STREET 2: 301 COMMERCE STREET, SUITE 3300
CITY: FORT WORTH
STATE: TX
ZIP: 76102
3
1
tpgzimmer.xml
OWNERSHIP DOCUMENT
X0206
3
2015-06-24
0
0001136869
ZIMMER BIOMET HOLDINGS, INC.
ZBH
0001495741
TPG Group Holdings (SBS) Advisors, Inc.
C/O TPG GLOBAL, LLC
301 COMMERCE STREET, SUITE 3300
FORT WORTH
TX
76102
0
0
1
0
0000860866
BONDERMAN DAVID
C/O TPG GLOBAL, LLC
301 COMMERCE STREET, SUITE 3300
FORT WORTH
TX
76102
0
0
1
0
0001099776
COULTER JAMES G
C/O TPG GLOBAL, LLC
301 COMMERCE STREET, SUITE 3300
FORT WORTH
TX
76102
0
0
1
0
Common Stock
7351712.14
I
See Footnotes
David Bonderman and James G. Coulter are officers and sole stockholders of TPG Group Holdings (SBS) Advisors, Inc. (together with David Bonderman and James G. Coulter, the "Reporting Persons"), which is the general partner of TPG Group Holdings (SBS), L.P., which is the sole member of TPG Holdings I-A, LLC ("TPG Holdings I-A"), which is the general partner of TPG Holdings I, L.P., which is the sole member of each of TPG Gen Par IV Advisors, LLC ("TPG Advisors IV") and TPG GenPar V Advisors, LLC ("TPG Advisors V").
TPG Advisors IV is the general partner of TPG GenPar IV, L.P. ("TPG GenPar IV"), which is the general partner of TPG Partners IV, L.P. ("TPG Partners IV"). TPG Advisors V is the general partner of TPG GenPar V, L.P. ("TPG GenPar V"), which is the (i) general partner of each of TPG Partners V, L.P. ("TPG Partners V"), TPG FOF V-A, L.P. ("TPG FOF A") and TPG FOF V-B, L.P. ("TPG FOF B") and (ii) managing member of each of TPG LVB Co-Invest LLC ("TPG Co-Invest I") and TPG LVB Co-Invest II LLC ("TPG Co-Invest II" and, together with TPG Partners IV, TPG Partners V, TPG FOF A, TPG FOF B and TPG Co-Invest I, the "TPG Funds"). The TPG Funds in the aggregate hold 1,308,419.15815 membership units of LVB Acquisition Holding, LLC ("LVB Holding"), the direct holder of the reported securities.
Because of the Reporting Persons' relationship to the TPG Funds, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of the greater of their respective direct or indirect pecuniary interests in the profits or capital accounts of the TPG Funds. Each Reporting Person and each TPG Fund disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's or TPG Fund's pecuniary interest therein, if any.
Because of the Reporting Persons' relationship to LVB Holding, the Reporting Persons may be deemed, pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), to beneficially own the securities held in the aggregate by LVB Holding. Each Reporting Person and each TPG Fund disclaims beneficial ownership of the securities held by LVB Holding or any future distributees, except to the extent of such Reporting Person's or TPG Fund's pecuniary interest therein, if any.
Pursuant to Rule 16a-1(a)(4) under the Exchange Act, 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 Shares beneficially owned in excess of their respective pecuniary interests.
(6) The Reporting Persons are jointly filing this Form 3 under Exchange Act Rule 16a-3(j).
(7) Clive Bode is signing on behalf of Messrs. Bonderman and Coulter pursuant to authorization and designation letters dated June 19, 2015, which were previously filed with the Securities and Exchange Commission.
/s/ Clive Bode on behalf of David Bonderman (6)(7)
2015-06-30
/s/ Clive Bode on behalf of James G. Coulter (6)(7)
2015-06-30
/s/ Clive Bode, Vice President, TPG Group Holdings (SBS) Advisors, Inc. (6)
2015-06-30