5SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549-1004 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 15, 1999 Date of Report (Date of earliest event reported) BIOMET, INC. (Exact name of registrant as specified in its charter) Indiana 0-12515 35-1418342 (State or other (Commission File Number) (IRS Employer jurisdiction of Identification Number) incorporation) Airport Industrial Park 46581-0587 P.O. Box 587 (Zip Code) Warsaw, Indiana (Address of principal executive offices) Registrant's telephone number, including area code (219) 267-6639 Item 2. Acquisition or Disposition of Assets On December 15, 1999, Biomet, Inc. ("Biomet") completed the merger of Implant Innovations International Corporation ("Implant") with and into Palm Acquisition Corp., a wholly-owned subsidiary of Biomet. Upon completion of the merger, Palm Acquisition Corp. changed its name to Implant Innovations Holding Corporation. In connection with this merger, Biomet issued approximately 5.2 million Biomet common shares to the individuals and entities holding shares of Implant on the closing date. This merger was accounted for as a pooling-of-interests transaction. Under this method of accounting, the recorded historical cost basis of the assets and liabilities of Biomet and Implant for the entire fiscal period in which the combination occurred, and the historical results of operations of the separate companies for fiscal years prior to the merger, are combined and reported as the results of operations of the combined company. If the merger fails to qualify for pooling-of-interests accounting treatment, the purchase method of accounting will be applied. Through its subsidiaries, Implant designs, develops, manufactures, markets and distributes oral reconstruction products including a proprietary line of dental implants, healing abutments and surgical products along with regenerative membrane products manufactured by W.L. Gore and Associates, Inc. and synthetic bone substitute material manufactured by Orthovita, Inc. Implant markets its products to dental professionals involved in the implant procedure, including oral surgeons, periodontists, implantologists, general dentists and prosthodontists. Implant markets and distributes its products through a direct sales force in the United States, Germany, Canada, the United Kingdom, Spain, Switzerland, Denmark and Mexico. It markets its products in other international markets through its exclusive independent distributors. Implant's manufacturing facilities are in Palm Beach Gardens, Florida. Subsidiaries of Implant have sales offices in Germany, Canada, the United Kingdom, Spain, Switzerland, Denmark and Mexico. Item 7. Financial Statements and Exhibits (a) Financial statements of businesses acquired Not applicable (b) Pro forma financial information Not applicable (c) Exhibits 2.01 Agreement and Plan of Merger, dated August 28, 1999, by and among Biomet, Inc., Palm Acquisition Corp., Implant Innovations International Corporation, Implant Innovations, Inc. and those shareholders of Implant Innovations International Corporation whose names appear on the signature pages of the Agreement. (Incorporated by reference to Exhibit 2.1 to Biomet, Inc. Form S-4 Registration Statement, File Number 333-88905). 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. BIOMET, INC. By: /s/ Daniel P. Hann -------------------------------------- Daniel P. Hann, Senior Vice President Dated: December 29, 1999 EXHIBIT INDEX Number Assigned In Regulation S-K Item 601 Description of Exhibit - --------------- ---------------------- (2) 2.01 Agreement and Plan of Merger, dated August 28, 1999, by and among Biomet, Inc., Palm Acquisition Corp., Implant Innovations International Corporation, Implant Innovations, Inc. and those shareholders of Implant Innovations International Corporation whose names appear on the signature pages of the Agreement. (Incorporated by reference to Exhibit 2.1 to Biomet, Inc. Form S-4 Registration Statement, File Number 333-88905).