8-KThe DealStrategic
Acquisition / Disposition
Filed Feb 23, 2022 · 4y ago · Accession 0001193125-22-050010
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗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): February 23, 2022
STRYKER CORPORATION
(Exact name of registrant as specified in its charter)
Michigan
001-13149
38-1239739
(State
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
2825 Airview Boulevard Kalamazoo , Michigan
49002
(Address of principal executive offices)
(Zip Code)
(269) 385-2600
(Registrant’s telephone number, including area code)
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:
☐
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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange
on which registered
Common Stock, $.10 Par Value
SYK
New York Stock Exchange
1.125% Notes due 2023
SYK23
New York Stock Exchange
0.250% Notes due 2024
SYK24A
New York Stock Exchange
2.125% Notes due 2027
SYK27
New York Stock Exchange
0.750% Notes due 2029
SYK29
New York Stock Exchange
2.625% Notes due 2030
SYK30
New York Stock Exchange
1.000% Notes due 2031
SYK31
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
ITEM 2.01
COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS.
On February 23, 2022, Stryker Corporation, a Michigan corporation (“Stryker”), and Voice Merger Sub Corp., a Delaware corporation (“Merger Sub”) and a direct or indirect wholly owned subsidiary of Stryker, completed the acquisition of Vocera Communications, Inc., a Delaware corporation (“Vocera”), pursuant to the terms of the previously announced Agreement and Plan of Merger, dated as of January 6, 2022 (the “Merger Agreement”), among Stryker, Merger Sub and Vocera. At the closing, Merger Sub merged with and into Vocera pursuant to Section 251(h) of the General Corporation Law of the State of Delaware (the “Merger”), with Vocera continuing as the surviving corporation. The total aggregate consideration paid by Merger Sub in the transaction was approximately $3.1 billion (including repayment of the outstanding convertible notes).
The foregoing description of the Merger Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Merger Agreement, which Stryker filed as Exhibit 2.1 to its Current Report on Form 8-K dated January 11, 2022.
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.
STRYKER CORPORATION
(Registrant)
Date: February 23, 2022
By:
/s/ Glenn S. Boehnlein
Name:
Glenn S. Boehnlein
Title:
Vice President, Chief Financial Officer
Filing details
- Company
- STRYKER CORP
- Ticker
- SYK
- CIK
- 310764
- Form type
- 8-K
- Filing date
- Feb 23, 2022
- Report date
- Feb 23, 2022
- Document
- d309647d8k.htm
- Size
- 224 KB