UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
|
| ||||||||||||||||||||||||||||||
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
GOLDMAN SACHS GROUP INC 200 WEST STREET NEW YORK, NY 10282 |
 |  X |  |  |
GOLDMAN SACHS & CO 200 WEST STREET NEW YORK, NY 10282 |
 |  X |  |  |
GS Capital Partners VI Fund, L.P. C/O GOLDMAN, SACHS & CO. 200 WEST STREET NEW YORK, NY 10282 |
 |  X |  |  |
GSCP VI Advisors, L.L.C. C/O GOLDMAN, SACHS & CO. 200 WEST STREET NEW YORK, NY 10282 |
 |  X |  |  |
GS Capital Partners VI Offshore Fund, L.P. C/O GOLDMAN, SACHS & CO. 200 WEST STREET NEW YORK, NY 10282 |
 |  X |  |  |
GSCP VI Offshore Advisors, L.L.C. C/O GOLDMAN, SACHS & CO. 200 WEST STREET NEW YORK, NY 10282 |
 |  X |  |  |
GS Capital Partners VI Parallel LP C/O GOLDMAN, SACHS & CO. 200 WEST STREET NEW YORK, NY 10282 |
 |  X |  |  |
GS Advisors VI, L.L.C. C/O GOLDMAN, SACHS & CO. 200 WEST STREET NEW YORK, NY 10282 |
 |  X |  |  |
GS Capital Partners VI GmbH & Co KG C/O GOLDMAN, SACHS & CO. 200 WEST STREET NEW YORK, NY 10282 |
 |  X |  |  |
GOLDMAN, SACHS MANAGEMENT GP GMBH C/O GOLDMAN, SACHS & CO. 200 WEST STREET NEW YORK, NY 10282 |
 |  X |  |  |
/s/ Yvette Kosic, Attorney-in-fact | 12/21/2011 | |
**Signature of Reporting Person | Date | |
/s/ Yvette Kosic, Attorney-in-fact | 12/21/2011 | |
**Signature of Reporting Person | Date | |
/s/ Yvette Kosic, Attorney-in-fact | 12/21/2011 | |
**Signature of Reporting Person | Date | |
/s/ Yvette Kosic, Attorney-in-fact | 12/21/2011 | |
**Signature of Reporting Person | Date | |
/s/ Yvette Kosic, Attorney-in-fact | 12/21/2011 | |
**Signature of Reporting Person | Date | |
/s/ Yvette Kosic, Attorney-in-fact | 12/21/2011 | |
**Signature of Reporting Person | Date | |
/s/ Yvette Kosic, Attorney-in-fact | 12/21/2011 | |
**Signature of Reporting Person | Date | |
/s/ Yvette Kosic, Attorney-in-fact | 12/21/2011 | |
**Signature of Reporting Person | Date | |
/s/ Yvette Kosic, Attorney-in-fact | 12/21/2011 | |
**Signature of Reporting Person | Date | |
/s/ Yvette Kosic, Attorney-in-fact | 12/21/2011 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman, Sachs & Co. ("Goldman Sachs"), GS Capital Partners VI Fund, L.P. ("GS Capital"), GS Capital Partners VI Offshore Fund, L.P. ("GS Offshore"), GS Capital Partners VI Parallel, L.P. ("GS Parallel"), GS Capital Partners VI GmbH & Co. KG ("GS Germany"), GS LVB Co-Invest, L.P. ("GS LVB"), Goldman Sachs BMET Investors, L.P. ("GS BMET"), Goldman Sachs BMET Investors Offshore Holdings, L.P. ("GS BMET Offshore"), GS PEP Bass Holdings, L.L.C. ("GS PEP"), Goldman Sachs Private Equity Partners, 2004-Direct Investment Fund, L.P. ("GS 2004"), Goldman Sachs Private Equity Partners, 2005-Direct Investment Fund, L.P. ("GS 2005") and Goldman Sachs Private Equity Partners IX-Direct Investment Fund, L.P. ("GS IX", and together with GS Capital, GS Offshore, GS Parallel, GS Germany, GS LVB, GS BMET, GS BMET Offshore, GS PEP, GS 2004, GS 2005, the "GS Entities"); (continued in footnote 2) |
(2) | GSCP VI Advisors, L.L.C., GSCP VI Offshore Advisors, L.L.C., GS Advisors VI, L.L.C., Goldman, Sachs Management GP GmbH, GS LVB Advisors, L.L.C., GS BMET Advisors, L.L.C., GS BMET Offshore Advisors, Inc., Goldman Sachs PEP 2004 Direct Investment Advisors, LLC ("PEP 2004"), Goldman Sachs PEP 2005 Direct Investment Advisors, LLC ("PEP 2005") and Goldman Sachs PEP IX Direct Investment Advisors, LLC ("PEP IX")(together with the GS Entities, the "Reporting Persons"). Due to the electronic system's limitation of 10 Reporting Persons per joint filing, this statement is being filed in triplicate. |
(3) | Goldman Sachs is a wholly-owned subsidiary of GS Group. Goldman Sachs is the investment manager of certain of the GS Entities. Affiliates of Goldman Sachs and GS Group are the general partner, managing limited partner, managing partner or investment manager of the GS Entities. GS Group and Goldman Sachs may be deemed to beneficially own indirectly 130,845,980 shares of Common Stock, par value $0.01 per share (the "Common Stock") of LVB Acquisition, Inc. by reason of the direct beneficial ownership of such shares by the GS Entities. The GS Entities may be deemed to beneficially own indirectly 130,845,980 shares of Common Stock in the aggregate by reason of the direct beneficial ownership of such shares by, and their aggregate direct ownership of 1,308,419.15815 membership units in, LVB Acquisition Holding, LLC ("Holding"). The membership interests of Holding are held by a private investor group, which includes the GS Entities. |
(4) | GS Capital, and its general partner GSCP VI Advisors, L.L.C., may be deemed to beneficially own indirectly approximately 43,369,262.9 shares of Common Stock by reason of the direct beneficial ownership of such shares by, and their direct ownership of 433,679.15808 membership units in, Holding. GS Germany, and its general partner Goldman, Sachs Management GP GmbH, may be deemed to beneficially own indirectly approximately 1,541,366.6 shares of Common Stock by reason of the direct beneficial ownership of such shares by, and their direct ownership of 15,413.18755 membership units in, Holding. GS Offshore, and its general partner GSCP VI Offshore Advisors, L.L.C., may be deemed to beneficially own indirectly approximately 36,072,996.3 shares of Common Stock by reason of the direct beneficial ownership of such shares by, and their direct ownership of 360,718.75833 membership units in, Holding. |
(5) | GS Parallel, and its general partner GS Advisors VI, L.L.C., may be deemed to beneficially own indirectly approximately 11,925,755.2 shares of Common Stock by reason of the direct beneficial ownership of such shares by, and their direct ownership of 119,253.84819 membership units in, Holding. GS LVB, and its general partner GS LVB Advisors, L.L.C., may be deemed to beneficially own indirectly approximately 6,187,791.2 shares of Common Stock by reason of the direct beneficial ownership of such shares by, and their direct ownership of 61,875.99 membership units in, Holding. GS BMET, and its general partner GS BMET Advisors, L.L.C., may be deemed to beneficially own indirectly approximately 6,313,991.1 shares of Common Stock by reason of the direct beneficial ownership of such shares by, and their direct ownership of 63,137.95 membership units in, Holding. |
(6) | GS BMET Offshore, and its general partner GS BMET Offshore Advisors, Inc., may be deemed to beneficially own indirectly approximately 18,479,119 shares of Common Stock by reason of the direct beneficial ownership of such shares by, and their direct ownership of 184,785.45 membership units in, Holding. GS PEP may be deemed to beneficially own indirectly approximately 4,446,519.7 shares of Common Stock by reason of the direct beneficial ownership of such shares by, and their direct ownership of 44,463.816 membership units in, Holding. GS 2004, and its general partner PEP 2004, may be deemed to beneficially own indirectly approximately 630,999.6 shares of Common Stock by reason of the direct beneficial ownership of such shares by, and their direct ownership of 6,309.8 membership units in, Holding. |
(7) | GS 2005, and its general partner PEP 2005, may be deemed to beneficially own indirectly approximately 901,348 shares of Common Stock by reason of the direct beneficial ownership of such shares by, and their direct ownership of 9,013.2 membership units in, Holding. GS IX, and its general partner PEP IX, may be deemed to beneficially own indirectly approximately 976,830.3 shares of Common Stock by reason of the direct beneficial ownership of such shares by, and their direct ownership of 9,768 membership units in, Holding. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein. |