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Filed by DENTSPLY International Inc.

Commission File No. 000-16211

Pursuant to Rule 425 under the Securities Act of 1933, as amended

and deemed filed pursuant to Rule 14a-12

under the Securities Exchange Act of 1934, as amended

Subject Company: Sirona Dental Systems, Inc.

Commission File No. 000-22673

TO: All DENTSPLY Associates

FROM: Bret Wise


A few weeks ago we announced the historic news of the proposed merger of DENTSPLY International and Sirona Dental Systems, which when completed will result in the formation of DENTSPLY SIRONA. In the short time since the announcement, we have held a public conference call with investors and met with many employees and business partners. Our message has been the same as we provided at the time of the announcement: that the combination of the largest dental consumables company (DENTSPLY) and the largest dental equipment and technology company (Sirona) will position DENTSPLY SIRONA to deliver substantial value to the dental market, allowing us to accelerate innovation, expand clinical education, and provide world class solutions and customer service.

Following the merger announcement there have been numerous articles in the business and dental press. Most properly characterize the transaction as a merger of two important industry players. A few of the articles inaccurately describe the transaction as an acquisition of one company by the other. In this case, the transaction is truly a merger, not an acquisition. Both DENTSPLY and Sirona will bring unique capabilities and technology to the merged company, allowing it to create a powerful value proposition to customers and patients. The fact that this transaction is a merger, bringing two companies together, rather than an acquisition, will be important after the transaction is completed and we bring our two talented groups of employees together.

Technically, in order to transact a merger, one company needs to issue stock (shares) to exchange with the other company’s stock held by its shareholders. This merger will be completed by DENTSPLY issuing shares to the Sirona shareholders in return for retiring the Sirona shares. After this happens, Sirona shareholders will end up owning approximately 42% of the new combined Company, and DENTSPLY shareholders will own approximately 58%. The new company will be named DENTSPLY SIRONA Inc. Neither company will pay any cash to the other's shareholders. The management team of the new company will be made up of representatives of each of DENTSPLY and Sirona, as is reflected in the senior management positions that have already been announced. ‎Most critical is that both management teams will collaborate and cooperate equally to create the new company.

The work is now underway to obtain the regulatory and shareholder approvals necessary to close this transaction, which we currently expect to be sometime in the first quarter of calendar year 2016. We recognize that this period before the merger approval is challenging as there is a desire to meet with our counterparts from Sirona to begin discussions on various business and operational activities. Prior to obtaining regulatory clearance and closing, the U.S. and non-U.S. antitrust agencies require that the two companies remain independently operated and controlled. Any impermissible activity prior to closing is a violation of the law and is referred to as “gun jumping” by the U.S. antitrust authorities and is fiercely enforced. As we previously communicated, due to restrictions on gun-jumping, we cannot engage in active discussions with Sirona except in very limited circumstances. Until the transaction closes, DENTSPLY and Sirona will continue to operate as independent companies, with business as usual, meaning we should stay focused on the initiatives and opportunities we were already engaged in.

o Do not disclose competitively sensitive information 1

o Do not engage in restructuring discussions or speculation

o Do not speculate on potential impacts to business, customers, or employees

o Do not act as merged company commercially

1 Examples of competitively sensitive information include but are not limited to materials showing internal costing or pricing information; materials regarding proprietary R&D or product plans; materials regarding DENTSPLY’s positioning relative to its competitors; or confidential contractual terms with customers, distributors, or suppliers.

o Sales and financial performance

o Excellent customer service

o Expanding the impact of our clinical research and education programs

o Maximizing the impact of...