HILL-ROM HOLDINGS, INC. (NYSE:HRC) Files An 8-K Results of Operations and Financial Condition
Item 2.02. Results of Operations and Financial Condition.
On January 10, 2017, Hill-Rom Holdings, Inc. (the Corporation)
issued a press release announcing preliminary financial results
for its fiscal first quarter ending December 31, 2016. A copy of
this press release is furnished and attached as Exhibit 99.1 to
this Current Report on Form 8-K and is incorporated herein by
reference. The information in this Item 2.02 and Exhibit 99.1
attached hereto shall not be deemed filed for purposes of Section
18 of the Securities Exchange Act of 1934, as amended (the
Exchange Act), nor shall it be deemed incorporated by reference
in any filing under the Securities Act of 1933, as amended (the
Securities Act), except as shall be expressly set forth by
specific reference in such filing.
Item 7.01. Regulation FD Disclosure.
On January 10, 2017, the Corporation issued a press release
announcing its entry into a definitive agreement with Mortara
Instrument, Inc. (Mortara) to purchase all of the issued and
outstanding shares of Mortara for $330 million (the Mortara
Acquisition). A copy of the Corporations press release relating
to the Mortara Acquisition is furnished and attached as Exhibit
99.2 to this Current Report on Form 8-K and is incorporated
herein by reference.
Members of the Corporations management team expect to discuss the
Mortara Acquisition with investors and analysts beginning on
January 10, 2017 in connection with the Corporation’s previously
announced participation in the J.P. Morgan Annual Healthcare
Conference in San Francisco. A copy of materials relating to the
Mortara Acquisition will be posted to the Corporations own
website at http://ir.hill-rom.com and is furnished and attached
as Exhibit 99.3 to this Current Report on Form 8-K and
incorporated herein by reference.
The information in this Item 7.01 and Exhibits 99.2 and 99.3
attached hereto shall not be deemed filed for purposes of Section
18 of the Exchange Act, nor shall it be deemed incorporated by
reference in any filing under the Securities Act, except as shall
be expressly set forth by specific reference in such filing.
Item 8.01. Other Events.
On January 9, 2017, Welch Allyn, Inc. (Welch Allyn), a
wholly-owned subsidiary of the Corporation, entered into a
definitive agreement (the Purchase Agreement) with Mortara with
respect to the Mortara Acquisition. Mortara, designs, develops
and manufactures diagnostic cardiology and patient monitoring
solutions that serve clinicians and improve patient outcomes,
worldwide.
Consummation of the Mortara Acquisition is subject to customary
closing conditions. Welch Allyns obligation to consummate the
Mortara Acquisition is not subject to any condition related to
the availability of financing. The Purchase Agreement contains
customary termination rights for Welch Allyn and Mortara and is
subject to termination if the transaction is not completed on or
before April 9, 2017.
Item 9.01 Financial Statements and Exhibits.
Exhibit 99.1 |
Press release of Hill-Rom Holdings, Inc., dated January
10, 2017 entitled Hill-Rom Announces Preliminary Fiscal First Quarter Financial Results and Reaffirms 2017 Full-Year Adjusted Earnings Guidance |
Exhibit 99.2 |
Press release of Hill-Rom Holdings, Inc., dated January
10, 2017 entitled Hill-Rom to Acquire Mortara Instrument, Inc., a Leader in Diagnostic Cardiology and Patient Monitoring Technology |
Exhibit 99.3 |
Mortara Acquisition Website Materials, dated January 10,
2017 |
The press releases may contain hypertext links to information on
our website. The information on our website is not incorporated
by reference into this Current Report on Form 8-K and does not
constitute a part of this Current Report on Form 8-K.
About HILL-ROM HOLDINGS, INC. (NYSE:HRC)
Hill-Rom Holdings, Inc. is a global medical technology company. The Company operates through four segments: North America Patient Support Systems, International Patient Support Systems, Front Line Care and Surgical Solutions. The Company’s products and services include Patient Support Systems, Front Line Care and Surgical Solutions. The Company sells and rents its specialty frames and surfaces, and mobility solutions, as well as its clinical workflow solutions, in the United States and Canada through its North America Patient Support Systems segment, and in regions outside of the United States and Canada through its International Patient Support Systems segment. Its Front Line Care segment globally sells and rents respiratory care products, and sells medical diagnostic equipment and a diversified portfolio of devices that assess, diagnose, treat and manage a range of illnesses and diseases. Under its Surgical Solutions segment, the Company sells its surgical products globally. HILL-ROM HOLDINGS, INC. (NYSE:HRC) Recent Trading Information
HILL-ROM HOLDINGS, INC. (NYSE:HRC) closed its last trading session 00.00 at 58.12 with 582,297 shares trading hands.
