UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): February 19, 2009
Orthofix International N.V.
(Exact name of Registrant as specified in its charter)
Netherlands Antilles (State or other jurisdiction of incorporation) | 0-19961 Commission File Number | N/A (I.R.S. Employer Identification Number) |
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| 7 Abraham de Veerstraat | ||
| Curaçao | ||
| Netherlands Antilles | N/A | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: 011-59-99-465-8525
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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.):
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
x | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | 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 |
On February 19, 2009, Orthofix International N.V. (the “Company”) issued a press release (the “press release”) announcing that one of its major shareholders, Mr. Robert Gaines-Cooper had sent a letter to Ramius, LLC. A copy of the press release is furnished herewith as Exhibit 99.1 and attached hereto.
This information shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth in the specific reference in such a filing.
| Item 9.01. | Financial Statements and Exhibits |
(c) Exhibits
99.1 Press release of Orthofix International N.V. dated February 19, 2009.
SIGNATURE
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.
| ORTHOFIX INTERNATIONAL N.V. | ||
| Dated: February 19, 2009 | By: | /s/ Raymond C. Kolls |
| Name: Raymond C. Kolls | ||
| Title: Senior Vice President, General Counsel, Corporate Secretary | ||
EXHIBIT INDEX
| Exhibit No. | Description |
| Press release of Orthofix International N.V. dated February 19, 2009. |