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
Date of Report (Date of earliest event reported): August 1, 2001
WRIGHT MEDICAL GROUP, INC.
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(Exact name of registrant as specified in its charter)
Delaware 000-32883 13-4088127
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(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation or organization) Identification No.)
5677 Airline Road
Arlington, Tennessee 38002
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(Address of principal executive offices) (Zip Code)
(901) 867-9971
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(Registrant's telephone number, including area code)
Item 5. Other Events.
On August 1, 2001, Wright Medical Group, Inc. (the "Company") entered into
a Credit Agreement (the "Agreement"), by and among the Company, Wright Medical
Technology, Inc., a Delaware corporation and wholly-owned subsidiary of the
Company ("WMT"), as borrower thereunder, each of the lenders named therein, The
Chase Manhattan Bank, as administrative agent and collateral agent for such
lenders and as issuing bank, and Credit Suisse First Boston and U.S. Bank
National Association, as co-syndication agents.
The Agreement provides for a 5-year fully secured credit facility
consisting of a term loan, a revolving line of credit and letters of credit (the
"Credit Facility"). The maximum amount of the Credit Facility is $60,000,000,
which may be increased to $80,000,000 under certain circumstances. The Credit
Facility will bear interest at the Bank's prime rate (or the Federal Funds
Effective Rate, if greater) plus a varying margin of 0.75% to 1.25% or at LIBOR
plus a varying margin of 1.75% to 2.25%. In each case, such margin varies based
on the Company's Consolidated Leverage Ratio (as such term is defined in the
Credit Agreement). Under the Agreement, the Company and its subsidiaries are
subject to certain covenants, including but not limited to, limitations on (a)
paying dividends and repurchasing stock, (b) selling or transferring assets, (c)
making certain investments (including acquisitions) and (d) incurring additional
indebtedness and liens. Proceeds from the Credit Facility will be used to
refinance existing indebtedness outstanding under the Company's current senior
credit facility and finance ongoing working capital requirements and general
corporate purposes of the Company. The loans mature on August 1, 2006.
A copy of the Credit Agreement is included as an exhibit to this filing and
is incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
10.1 Credit Agreement, by and among the Company, WMT, the lenders named
therein, The Chase Manhattan bank, Credit Suisse First Boston and U.S. Bank
National Association, dated as of August 1, 2001.
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 thereunto duly authorized.
Date: August 3, 2001 WRIGHT MEDICAL GROUP, INC.
(Registrant)
By: /s/ F. Barry Bays
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Name: F. Barry Bays
Title: President and Chief Executive
Officer
EXHIBIT INDEX
10.1 Credit Agreement, by and among Wright Medical Group, Inc., Wright
Medical Technology, Inc., the lenders named therein, The Chase Manhattan Bank,
as administrative agent, collateral agent and issuing bank and Credit Suisse
First Boston and U.S. Bank National Association, as co-syndication agents, dated
as of August 1, 2001.