UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): April 2, 2009
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Orthofix International N.V.
(Exact name of Registrant as specified in its charter)
| Netherlands Antilles | 0-19961 | N/A |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 7 Abraham de Veerstraat | |
| Curacao | N/A |
| Netherlands Antilles | |
| (Address of principal executive offices) | (Zip Code) |
______________________
Registrant’s telephone number, including area code: 011-59-99-465-8525
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£ 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 8.01. Other Events.
On April 2, 2009, Orthofix International N.V. (the “Company”) issued a press release announcing the preliminary results of its Special General Meeting of Shareholders held on such date. In its release, the Company announced that based on a preliminary vote count provided by the Company’s proxy solicitor, Georgeson, the Company’s shareholders voted against each proposal by Ramius Value and Opportunity Master Fund Ltd. and its affiliates (collectively, “Ramius”) to remove four incumbent members of the Company’s board of directors (the “Board”). As a result, no vacancies on the Board were created, and no nominees of Ramius were elected to the Board.
This vote count is subject to the official tabulation of voting results that will be provided by the independent inspector of elections for the special meeting, IVS Associates, Inc., in approximately one week.
A copy of the press release is filed as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits |
| 99.1 | Press release, dated April 2, 2009 |
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.
| Orthofix International N.V. | |||
| By: | /s/ Raymond C. Kolls | ||
Raymond C. Kolls Senior Vice President, General Counsel and Corporate Secretary | |||
Date: April 2, 2009
EXHIBIT INDEX
Exhibit No. | Description | |
| Press release, dated April 2, 2009 |