ZimVie Inc. Files 8-K for Other Events

TL;DR

ZimVie filed an 8-K for 'Other Events' on Oct 3, 2025 - details TBD.

AI Summary

ZimVie Inc. filed an 8-K on October 3, 2025, reporting "Other Events." The filing does not contain specific details about the nature of these events, dollar amounts, or definitive dates beyond the filing date itself. The company, formerly ZB SpinCo Holdings, Inc., is incorporated in Delaware and headquartered in Palm Beach Gardens, Florida.

Why It Matters

This 8-K filing indicates that ZimVie Inc. has reported significant events that are not covered by other standard 8-K items, requiring immediate disclosure to investors.

Risk Assessment

Risk Level: medium — The filing is for 'Other Events' without specific details, creating uncertainty about the nature and impact of these events.

Key Players & Entities

• ZimVie Inc. (company) — Registrant
• ZB SpinCo Holdings, Inc. (company) — Former Company Name
• October 3, 2025 (date) — Date of Report
• Palm Beach Gardens, Florida (location) — Principal Executive Offices

FAQ

Key Financial Figures

• $0.01 — ich registered Common Stock, par value $0.01 per share ZIMV The Nasdaq Stock Mar
• $72 m — mated calendar year 2025 Adj. EBITDA of $72 million, as set forth in the Forecasts, a
• $70 million — Company's cash and cash equivalents of $70 million and $68 million book value of the promi
• $68 million — and cash equivalents of $70 million and $68 million book value of the promissory note issue
• $221 m — ubtracted from it the Company's debt of $221 million, in each case, as of June 30, 202
• $14.00 — f Company common stock of approximately $14.00 to $18.75, rounded to the nearest $0.25
• $18 — common stock of approximately $14.00 to $18.75, rounded to the nearest $0.25. Cente
• $0.25 — 14.00 to $18.75, rounded to the nearest $0.25. Centerview then compared this range to
• $19.00 — is range to the merger consideration of $19.00 per share of Company common stock in ca
• $455 m — saction value based on upfront value of $455 million, including earnout of $36 million
• $36 million — e of $455 million, including earnout of $36 million. The second paragraph on page 59, und
• $67 m — les to the Company's LTM Adj. EBITDA of $67 million, as of June 30, 2025 and as set f
• $17.00 — f Company common stock of approximately $17.00 to $21.25, rounded to the nearest $0.25
• $21 — common stock of approximately $17.00 to $21.25, rounded to the nearest $0.25. Cente
• $500 million — , each with a transaction value between $500 million and $1.5 billion, for which premium dat

Filing Documents

• d23839d8k.htm (8-K) — 71KB
• 0001193125-25-230313.txt ( ) — 189KB
• zimv-20251003.xsd (EX-101.SCH) — 3KB
• zimv-20251003_lab.xml (EX-101.LAB) — 17KB
• zimv-20251003_pre.xml (EX-101.PRE) — 11KB
• d23839d8k_htm.xml (XML) — 3KB

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, but are not limited to, statements concerning the Company's expectations, plans, intentions, strategies or prospects, including expected benefits of the proposed transaction. Generally, the words "may," "will," "expects," "believes," "anticipates," "plans," "estimates," "projects," "assumes," "guides," "targets," "forecasts," "sees," "seeks," "should," "could," "would," "predicts," "potential," "strategy," "future," "opportunity," "work toward," "intends," "guidance," "confidence," "positioned," "design," "strive," "continue," "track," "look forward to" and similar expressions used in this Current Report are intended to identify forward-looking statements. All statements other than statements of historical or current fact are, or may be deemed to be, forward-looking statements. Such statements are based upon the current beliefs, expectations and assumptions of management and are subject to significant risks, uncertainties and changes in circumstances that could cause actual outcomes and results to differ materially from the forward-looking statements. These risks, uncertainties and changes in circumstances include, but are not limited to: (i) the risk that the proposed transaction may not be completed in a timely manner or at all; (ii) the failure to receive, on a timely basis or otherwise, the required approvals of the proposed transaction by the Company's stockholders; (iii) the possibility that any or all of the various conditions to the consummation of the proposed transaction may not be satisfied or waived; (iv) the possibility that competing offers or acquisition proposals for the Company will be made; (v) the occurrence of any event, change or other circumstance that could give rise to the termination of the definitive t

SIGNATURES

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. ZimVie Inc. By: /s/ Heather Kidwell Name: Heather Kidwell Title: Senior Vice President, Chief Legal, Compliance and Human Resources Officer and Corporate Secretary Date: October 3, 2025

View Full Filing

View this 8-K filing on SEC EDGAR