10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2016

Commission File Number 001-16407

ZIMMER BIOMET HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware	13-4151777
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

345 East Main Street, Warsaw, IN 46580

(Address of principal executive offices)

Telephone: (574) 267-6131

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	x	Accelerated filer	¨
Non-accelerated filer	¨  (Do not check if a smaller reporting company)	Smaller reporting company	¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

As of May 2, 2016, 199,238,886 shares of the registrant’s $.01 par value common stock were outstanding.

ZIMMER BIOMET HOLDINGS, INC.

INDEX TO FORM 10-Q

March 31, 2016

	Page
Part I—Financial Information
Item 1.
Financial Statements (unaudited)
Condensed Consolidated Statements of Earnings for the Three Months Ended March 31, 2016 and 2015		3
Condensed Consolidated Statements of Comprehensive Income for the Three Months Ended March 31, 2016 and 2015		4
Condensed Consolidated Balance Sheets as of March  31, 2016 and December 31, 2015		5
Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2016 and 2015		6
Notes to Interim Condensed Consolidated Financial Statements		7
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations		29
Item 3.
Quantitative and Qualitative Disclosures About Market Risk		41
Item 4.
Controls and Procedures		42
Part II—Other Information
Item 1.
Legal Proceedings		42
Item 1A.
Risk Factors		42
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds		42
Item 3.
Defaults Upon Senior Securities		43
Item 4.
Mine Safety Disclosures		43
Item 5.
Other Information		43
Item 6.
Exhibits		44
Signatures		45

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Part I—Financial Information

Item  1. Financial Statements

ZIMMER BIOMET HOLDINGS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

(in millions, except per share amounts, unaudited)

	Three Months Ended March 31,
	2016			2015
Net Sales	$	1,904.0		$	1,134.4
Cost of products sold, excluding intangible asset amortization		635.2			284.9
Intangible asset amortization		126.6			20.4
Research and development		85.7			48.3
Selling, general and administrative		716.9			424.1
Special items (Note 2)		94.1			86.8
Operating expenses		1,658.5			864.5
Operating Profit		245.5			269.9
Other expense, net		(3.8	)		(22.6	)
Interest income		1.3			2.6
Interest expense		(88.2	)		(23.1	)
Earnings before income taxes		154.8			226.8
Provision for income taxes		49.0			55.7
Net Earnings		105.8			171.1
Less: Net loss attributable to noncontrolling interest		(0.1	)		(0.3	)
Net Earnings of Zimmer Biomet Holdings, Inc.	$	105.9		$	171.4
Earnings Per Common Share
Basic	$	0.53		$	1.01
Diluted	$	0.52		$	0.99
Weighted Average Common Shares Outstanding
Basic		200.1			170.0
Diluted		202.0			172.9
Cash Dividends Declared Per Common Share	$	0.24		$	0.22

The accompanying notes are an integral part of these condensed consolidated financial statements.

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ZIMMER BIOMET HOLDINGS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in millions, unaudited)

	Three Months Ended March 31,
	2016			2015
Net earnings	$	105.8		$	171.1
Other Comprehensive Income:
Foreign currency cumulative translation adjustments		134.2			(149.9	)
Unrealized cash flow hedge (losses) gains, net of tax		(44.1	)		52.4
Reclassification adjustments on foreign currency hedges, net of tax		(24.4	)		(21.6	)
Unrealized gains on securities, net of tax		0.4			0.6
Adjustments to prior service cost and unrecognized actuarial assumptions, net of tax		20.0			3.9
Total Other Comprehensive Income (Loss)		86.1			(114.6	)
Comprehensive Income		191.9			56.5
Comprehensive (loss) gain attributable to the noncontrolling interest		(0.2	)		0.2
Comprehensive Income attributable to Zimmer Biomet Holdings, Inc.	$	192.1		$	56.3

The accompanying notes are an integral part of these condensed consolidated financial statements.

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ZIMMER BIOMET HOLDINGS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(in millions, unaudited)

	March 31, 2016			December 31, 2015
ASSETS
Current Assets:
Cash and cash equivalents	$	996.8		$	1,459.3
Short-term investments		13.4			164.6
Accounts receivable, less allowance for doubtful accounts		1,568.2			1,446.5
Inventories		2,082.9			2,254.1
Prepaid expenses and other current assets		420.7			529.2
Total Current Assets		5,082.0			5,853.7
Property, plant and equipment, net		2,039.0			2,062.6
Goodwill		10,142.9			9,934.2
Intangible assets, net		8,474.2			8,746.3
Other assets		559.2			563.8
Total Assets	$	26,297.3		$	27,160.6
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Accounts payable	$	252.6		$	284.8
Income taxes payable		165.6			147.2
Other current liabilities		1,096.4			1,185.9
Total Current Liabilities		1,514.6			1,617.9
Deferred income taxes		3,015.1			3,150.2
Other long-term liabilities		989.2			1,005.7
Long-term debt		11,117.4			11,497.4
Total Liabilities		16,636.3			17,271.2
Commitments and Contingencies (Note 16)
Stockholders’ Equity:
Zimmer Biomet Holdings, Inc. Stockholders’ Equity:
Common stock, $0.01 par value, one billion shares authorized, 303.3 million shares issued in 2016 (302.7 million in 2015)		3.0			3.0
Paid-in capital		8,233.5			8,195.3
Retained earnings		8,407.5			8,347.7
Accumulated other comprehensive loss		(242.9	)		(329.0	)
Treasury stock, 104.2 million shares in 2016 (100.0 million shares in 2015)		(6,741.4	)		(6,329.1	)
Total Zimmer Biomet Holdings, Inc. stockholders’ equity		9,659.7			9,887.9
Noncontrolling interest		1.3			1.5
Total Stockholders’ Equity		9,661.0			9,889.4
Total Liabilities and Stockholders’ Equity	$	26,297.3		$	27,160.6

The accompanying notes are an integral part of these condensed consolidated financial statements.

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ZIMMER BIOMET HOLDINGS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions, unaudited)

	For the Three Months Ended March 31,
	2016			2015
Cash flows provided by (used in) operating activities:
Net earnings	$	105.8		$	171.1
Adjustments to reconcile net earnings to cash provided by operating activities:
Depreciation and amortization		246.9			89.0
Share-based compensation		12.7			12.9
Income tax benefit from stock option exercises		10.0			16.4
Excess income tax benefit from stock option exercises		(3.2	)		(7.8	)
Inventory step-up		153.7			0.4
Changes in operating assets and liabilities, net of effect of acquisitions:
Income taxes		(40.8	)		(12.6	)
Receivables		(83.4	)		6.6
Inventories		38.3			(57.9	)
Accounts payable and accrued expenses		(120.7	)		(151.4	)
Other assets and liabilities		(54.1	)		24.8
Net cash provided by operating activities		265.2			91.5
Cash flows provided by (used in) investing activities:
Additions to instruments		(85.1	)		(62.4	)
Additions to other property, plant and equipment		(27.6	)		(34.4	)
Purchases of investments		(0.3	)		(152.6	)
Sales of investments		223.5			320.3
Investments in other assets		(14.7	)		(3.0	)
Net cash provided by investing activities		95.8			67.9
Cash flows provided by (used in) financing activities:
Proceeds from senior notes		—			7,628.2
Payments on term loan		(400.0	)		—
Net proceeds under revolving credit facilities		0.3			0.8
Dividends paid to stockholders		(44.6	)		(37.3	)
Proceeds from employee stock compensation plans		31.3			27.5
Excess income tax benefit from stock option exercises		3.2			7.8
Debt issuance costs		—			(58.4	)
Repurchase of common stock		(415.5	)		—
Net cash (used in) provided by financing activities		(825.3	)		7,568.6
Effect of exchange rates on cash and cash equivalents		1.8			(17.8	)
(Decrease) increase in cash and cash equivalents		(462.5	)		7,710.2
Cash and cash equivalents, beginning of year		1,459.3			1,083.3
Cash and cash equivalents, end of period	$	996.8		$	8,793.5

The accompanying notes are an integral part of these condensed consolidated financial statements.

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ZIMMER BIOMET HOLDINGS, INC. AND SUBSIDIARIES

NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1. Basis of Presentation

The financial data presented herein is unaudited and should be read in conjunction with the consolidated financial statements and accompanying notes included in the 2015 Annual Report on Form 10-K filed by Zimmer Biomet Holdings, Inc.

In our opinion, the accompanying unaudited condensed consolidated financial statements include all adjustments necessary for a fair statement of the financial position, results of operations and cash flows for the interim periods presented. The December 31, 2015 condensed consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America (“GAAP”). Results for interim periods should not be considered indicative of results for the full year.

On June 24, 2015 (the “Closing Date”), pursuant to an agreement and plan of merger dated April 24, 2014, we acquired LVB Acquisition, Inc. (“LVB”), the parent company of Biomet, Inc. (“Biomet”), and LVB and Biomet became our wholly-owned subsidiaries (sometimes hereinafter referred to as the “Biomet merger” or the “merger”). For more information on the merger, see Note 3. In connection with the merger, we changed our name from Zimmer Holdings, Inc. to Zimmer Biomet Holdings, Inc.

The words “we,” “us,” “our” and similar words and “Zimmer Biomet” refer to Zimmer Biomet Holdings, Inc. and its subsidiaries. “Zimmer Biomet Holdings” refers to the parent company only. “Zimmer” used alone refers to the business or information of us and our subsidiaries on a stand-alone basis without inclusion of the business or information of LVB or any of its subsidiaries. Unless the context indicates or requires otherwise, references to “LVB” and “Biomet” refer to LVB and its subsidiaries.

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2. Significant Accounting Policies

Special Items—We recognize expenses resulting directly from our business combinations, employee termination benefits, certain research and development (“R&D”) agreements, certain contract terminations, consulting and professional fees and asset impairment or loss on disposal charges connected with global restructuring, quality and operational excellence initiatives, and other items as “Special items” in our condensed consolidated statement of earnings. “Special items” included (in millions):

	Three Months Ended March 31,
	2016		2015
Biomet-related
Consulting and professional fees	$	36.1	$	24.2
Employee termination benefits		4.1		0.4
Dedicated project personnel		21.7		1.0
Relocated facilities		7.1		—
Contract terminations		10.1		—
Information technology integration		1.4		—
Other		4.0		0.2
Other
Consulting and professional fees		6.9		39.7
Employee termination benefits		—		0.1
Dedicated project personnel		1.8		12.4
Impairment/loss on disposal of assets		—		2.3
Relocated facilities		0.2		0.5
Information technology integration		0.1		—
Contingent consideration adjustments		—		2.3
Accelerated software amortization		—		1.5
Other		0.6		2.2
Special items	$	94.1	$	86.8

After the Closing Date of the Biomet merger, we started to implement our integration plans to drive operational synergies. Part of these integration plans included termination of employees and certain contracts. Expenses attributable to the initial phase of these integration plans that were recognized in the three month period ended March 31, 2016 as part of “Special items” related to employee termination benefits and contract termination expense associated with agreements with independent agents, distributors, suppliers and lessors. Our integration plans are expected to last through 2018 and we expect to incur a total of $170 million for employee termination benefits and $130 million for contract termination expense in that time period. As of March 31, 2016, we have incurred a cumulative total of $105.1 million for employee termination benefits and $105.1 million for contract termination expense. The following table summarizes the liabilities related to these integration plans (in millions):

	Employee Termination Benefits			Contract Terminations			Total
Balance at December 31, 2015	$	46.8		$	56.0		$	102.8
Additions		4.1			10.1			14.2
Cash payments		(19.2	)		(26.1	)		(45.3	)
Foreign currency exchange rate changes		0.2			0.1			0.3
Balance at March 31, 2016	$	31.9		$	40.1		$	72.0

Recent Accounting Pronouncements—In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2014-09—Revenue from Contracts with Customers

8

(Topic 606). This ASU provides a five-step model for revenue recognition that all industries will apply to recognize revenue when a customer obtains control of a good or service. The ASU will be effective for us beginning January 1, 2018. We are in the initial phases of our adoption plans and, accordingly, we are unable to estimate any effect this may have on our revenue recognition practices.

In April 2015, the FASB issued ASU 2015-03—Simplifying the Presentation of Debt Issuance Costs. This ASU requires debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. This ASU does not affect the measurement and recognition of debt issuance costs in our statement of earnings. We adopted ASU 2015-03 during the first quarter of 2016 on a retrospective basis. Accordingly, we reclassified the debt issuance costs on our December 31, 2015 consolidated balance sheet, which decreased long-term debt by $58.9 million, other current assets by $9.2 million and other assets by $49.7 million.

In February 2016, the FASB issued ASU 2016-02—Leases. This ASU requires lessees to recognize right-of-use assets and lease liabilities on the balance sheet. This ASU will be effective for us beginning January 1, 2019. Early adoption is permitted. The ASU must be adopted using a modified retrospective transition approach at the beginning of the earliest comparative period in the consolidated financial statements. We own most of our manufacturing facilities, but lease various office space throughout the world. We are currently evaluating the impact this ASU will have on our consolidated financial statements.

In March 2016, the FASB issued ASU 2016-09—Improvements to Employee Share-Based Payment Accounting. This ASU simplifies several aspects of the accounting for employee share-based payments, including the accounting for employer tax withholding on share-based compensation, forfeitures and the financial statement presentation of excess tax benefits and deficiencies. The ASU also clarifies the statement of cash flows presentation for certain components of share-based awards. The ASU will be effective for us beginning January 1, 2017. Early adoption is permitted. We are currently assessing the impact this ASU will have on our consolidated financial statements.

There are no other recently issued accounting pronouncements that we have not yet adopted that are expected to have a material effect on our financial position, results of operations or cash flows.

3. Biomet Merger

On the Closing Date, we completed our merger with LVB, the parent company of Biomet. We paid $12,030.3 million in cash and stock and assumed Biomet’s senior notes. The total amount of merger consideration utilized for the acquisition method of accounting, as reduced by the merger consideration paid to holders of unvested LVB stock options and LVB stock-based awards of $90.4 million, was $11,939.9 million.

The purchase price allocation as of March 31, 2016 is preliminary. The primary tasks to be completed related to our purchase price accounting are finalizing tax accounts, including, but not limited to, the allocation of acquired intangible assets and goodwill on a jurisdictional basis, and finalizing the estimated fair values of contingent assets and liabilities. There may be differences between these preliminary estimates of fair value and the final acquisition accounting, which differences could be material. The final estimates of fair value are expected to be completed in the three month period ended June 30, 2016.

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The following table summarizes our estimate of the preliminary fair values of the assets acquired and liabilities assumed at the Closing Date (in millions):

	Closing Date (as adjusted as of December 31, 2015)		Adjustments			Closing Date (as adjusted as of March 31, 2016)
Cash	$	494.8	$	—		$	494.8
Accounts receivable, net		529.0		(0.9	)		528.1
Inventory		1,245.7		(8.2	)		1,237.5
Other current assets		26.4		—			26.4
Property, plant and equipment		791.4		(8.1	)		783.3
Intangible assets not subject to amortization:
Trademarks and trade names		479.0		—			479.0
In-process research and development (IPR&D)		246.0		—			246.0
Intangible assets subject to amortization:
Technology		2,492.1		(160.0	)		2,332.1
Customer relationships		4,956.0		(10.0	)		4,946.0
Trademarks and trade names		389.0		(29.0	)		360.0
Other assets		241.1		6.5			247.6
Goodwill		7,573.9		143.3			7,717.2
Total assets acquired		19,464.4		(66.4	)		19,398.0
Current liabilities		628.1		(13.1	)		615.0
Long-term debt		2,740.0		—			2,740.0
Deferred taxes		4,097.5		(50.9	)		4,046.6
Other long-term liabilities		58.9		(2.4	)		56.5
Total liabilities assumed		7,524.5		(66.4	)		7,458.1
Net assets acquired	$	11,939.9	$	—		$	11,939.9

Adjustments to the preliminary fair values of the assets acquired and liabilities assumed during the three month period ended March 31, 2016 primarily related to refinements to intangible assets for certain less significant brands. All other adjustments were not significant. The adjustments resulted in a decrease to intangible asset amortization of $6.7 million for the three month period ended March 31, 2016, which related to the year ended December 31, 2015. There may be additional adjustments to these preliminary estimates of fair value which could be material.

The following table summarizes the changes in the carrying amount of our goodwill (in millions):

	Americas		EMEA		Asia Pacific		Product Category Operating Segments			Total
Balance at December 31, 2015
Goodwill	$	7,328.0	$	1,291.0	$	548.9	$	1,139.3		$	10,307.2
Accumulated impairment loss		—		—		—		(373.0	)		(373.0	)
		7,328.0		1,291.0		548.9		766.3			9,934.2
Biomet purchase accounting adjustments		100.7		11.1		8.4		23.1			143.3
Currency translation		35.6		18.4		8.3		3.1			65.4
Balance at March 31, 2016
Goodwill		7,464.3		1,320.5		565.6		1,165.5			10,515.9
Accumulated impairment loss		—		—		—		(373.0	)		(373.0	)
	$	7,464.3	$	1,320.5	$	565.6	$	792.5		$	10,142.9

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4. Inventories

	March 31, 2016		December 31, 2015
	(in millions)
Finished goods	$	1,695.7	$	1,827.9
Work in progress		134.1		146.1
Raw materials		253.1		280.1
Inventories	$	2,082.9	$	2,254.1

Finished goods inventory as of March 31, 2016 and December 31, 2015 includes $139.4 million and $284.4 million, respectively, to step-up the acquired Biomet inventory to fair value.

5. Property, Plant and Equipment

	March 31, 2016			December 31, 2015
	(in millions)
Land	$	39.4		$	39.6
Buildings and equipment		1,782.2			1,789.3
Capitalized software costs		368.3			330.1
Instruments		2,215.8			2,160.5
Construction in progress		115.5			108.4
		4,521.2			4,427.9
Accumulated depreciation		(2,482.2	)		(2,365.3	)
Property, plant and equipment, net	$	2,039.0		$	2,062.6

6. Investments

We invest in short and long-term investments classified as available-for-sale securities. Information regarding our investments is as follows (in millions):

	Amortized Cost		Gross Unrealized
			Gains		Losses			Fair Value
As of March 31, 2016
Corporate debt securities	$	49.9	$	0.1	$	(0.1	)	$	49.9
As of December 31, 2015
Corporate debt securities	$	245.7	$	0.1	$	(0.4	)	$	245.4
U.S. government and agency debt securities		21.6		—		(0.1	)		21.5
Commercial paper		4.2		—		—			4.2
Certificates of deposit		2.0		—		—			2.0
Total short and long-term investments	$	273.5	$	0.1	$	(0.5	)	$	273.1

The unrealized losses on our investments in corporate debt securities were caused by increases in interest yields in the global credit markets. We believe the unrealized losses associated with these securities as of March 31, 2016 are temporary because we do not intend to sell these investments, and we do not believe we will be required to sell them before recovery of their amortized cost basis.

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The amortized cost and fair value of our available-for-sale fixed-maturity securities by contractual maturity are as follows (in millions):

	March 31, 2016
	Amortized Cost		Fair Value
Due in one year or less	$	13.4	$	13.4
Due after one year through two years		36.5		36.5
Total	$	49.9	$	49.9

7. Other Current Liabilities

	March 31, 2016		December 31, 2015
	(in millions)
Other current liabilities:
Salaries, wages and benefits	$	190.3	$	265.9
Accrued interest		108.6		77.2
Accrued liabilities		797.5		842.8
Total other current liabilities	$	1,096.4	$	1,185.9

8. Debt

Our debt consisted of the following (in millions):

	March 31, 2016			December 31, 2015
Long-term debt
1.450% Senior Notes due 2017	$	500.0		$	500.0
2.000% Senior Notes due 2018		1,150.0			1,150.0
4.625% Senior Notes due 2019		500.0			500.0
2.700% Senior Notes due 2020		1,500.0			1,500.0
3.375% Senior Notes due 2021		300.0			300.0
3.150% Senior Notes due 2022		750.0			750.0
3.550% Senior Notes due 2025		2,000.0			2,000.0
4.250% Senior Notes due 2035		500.0			500.0
5.750% Senior Notes due 2039		500.0			500.0
4.450% Senior Notes due 2045		1,250.0			1,250.0
U.S. Term Loan		2,100.0			2,500.0
Japan Term Loan		103.2			96.8
Other long-term debt		4.6			4.6
Debt discount and issuance costs		(78.0	)		(80.8	)
Adjustment related to interest rate swaps		37.6			26.8
Total long-term debt	$	11,117.4		$	11,497.4

At March 31, 2016, our total debt balance consisted of $8.95 billion aggregate principal amount of our senior notes, a $2.1 billion U.S. term loan (“U.S. Term Loan”) and an 11.7 billion Japanese Yen term loan agreement (“Japan Term Loan”) that will mature on May 31, 2018, partially reduced by other debt, debt discount and issuance costs and fair value adjustments totaling $35.8 million.

The U.S. Term Loan is part of our $4.35 billion senior credit agreement (the “Credit Agreement”) that contains: (i) a 5-year unsecured term loan facility in the principal amount of $3.0 billion (the “U.S. Term Loan Facility”), and (ii) a 5-year unsecured multicurrency revolving facility in the principal amount of $1.35 billion

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(the “Multicurrency Revolving Facility”). The Credit Agreement contains customary affirmative and negative covenants and events of default for an unsecured financing arrangement, including, among other things, limitations on consolidations, mergers and sales of assets. Financial covenants include a consolidated indebtedness to consolidated EBITDA ratio of no greater than 5.0 to 1.0 through June 24, 2016 and no greater than 4.5 to 1.0 thereafter. If our credit rating falls below investment grade, additional restrictions would result, including restrictions on investments and payment of dividends. We were in compliance with all covenants under the Credit Agreement as of March 31, 2016.

On June 24, 2015, we borrowed $3.0 billion under the U.S. Term Loan Facility to fund a portion of the Biomet merger. Under the terms of the U.S. Term Loan Facility, starting September 30, 2015, principal payments are due as follows: $75.0 million on a quarterly basis during the first three years, $112.5 million on a quarterly basis during the fourth year, and $412.5 million on a quarterly basis during the fifth year. We have paid $900.0 million in principal under the U.S. Term Loan Facility, resulting in $2.1 billion in outstanding borrowings as of March 31, 2016.

Borrowings under the Multicurrency Revolving Facility may be used for general corporate purposes. There were no borrowings outstanding under the Multicurrency Revolving Facility as of March 31, 2016.

Of the total $8.95 billion aggregate principal amount of senior notes outstanding at March 31, 2016, we issued $7.65 billion of this amount in March 2015 (the “Merger Notes”), the proceeds of which were used to finance a portion of the cash consideration payable in the Biomet merger, pay merger related fees and expenses and pay a portion of Biomet’s funded debt. The Merger Notes consist of the following seven tranches: the 1.450% Senior Notes due 2017, the 2.000% Senior Notes due 2018, the 2.700% Senior Notes due 2020, the 3.150% Senior Notes due 2022, the 3.550% Senior Notes due 2025, the 4.250% Senior Notes due 2035 and the 4.450% Senior Notes due 2045.

We may, at our option, redeem our senior notes, in whole or in part, at any time upon payment of the principal, any applicable make-whole premium, and accrued and unpaid interest to the date of redemption. In addition, the Merger Notes and the 3.375% Senior Notes due 2021 may be redeemed at our option without any make-whole premium at specified dates ranging from one month to six months in advance of the scheduled maturity date.

The estimated fair value of our senior notes as of March 31, 2016, based on quoted prices for the specific securities from transactions in over-the-counter markets (Level 2), was $9,113.8 million. The estimated fair value of the Japan Term Loan as of March 31, 2016, based upon publicly available market yield curves and the terms of the debt (Level 2), was $102.3 million. The carrying value of the U.S. Term Loan approximates fair value as it bears interest at short-term variable market rates.

9. Accumulated Other Comprehensive Income

Other comprehensive income (“OCI”) refers to certain gains and losses that under GAAP are included in comprehensive income but are excluded from net earnings as these amounts are initially recorded as an adjustment to stockholders’ equity. Amounts in OCI may be reclassified to net earnings upon the occurrence of certain events.

Our OCI is comprised of foreign currency translation adjustments, unrealized gains and losses on cash flow hedges, unrealized gains and losses on available-for-sale securities, and amortization of prior service costs and unrecognized gains and losses in actuarial assumptions on our defined benefit plans. Foreign currency translation adjustments are reclassified to net earnings upon sale or upon a complete or substantially complete liquidation of an investment in a foreign entity. Unrealized gains and losses on cash flow hedges are reclassified to net earnings when the hedged item affects net earnings. Unrealized gains and losses on available-for-sale securities are reclassified to net earnings if we sell the security before maturity or if the unrealized loss is considered to be

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other-than-temporary. Amounts related to defined benefit plans that are in OCI are reclassified over the service periods of employees in the plan. The reclassification amounts are allocated to all employees in the plans and, therefore, the reclassified amounts may become part of inventory to the extent they are considered direct labor costs. See Note 13 for more information on our defined benefit plans.

The following table shows the changes in the components of OCI, net of tax (in millions):

	Foreign Currency Translation			Cash Flow Hedges			Unrealized (Losses) Gains on Securities			Defined Benefit Plan Items
Balance at December 31, 2015	$	(193.4	)	$	29.8		$	(0.6	)	$	(164.8	)
OCI before reclassifications		134.2			(44.1	)		0.4			18.0
Reclassifications		—			(24.4	)		—			2.0
Balance at March 31, 2016	$	(59.2	)	$	(38.7	)	$	(0.2	)	$	(144.8	)

The following table shows the reclassification adjustments from OCI (in millions):

	Amount of Gain (Loss) Reclassified from OCI
	Three Months Ended March 31,						Location on Statement of Earnings
Component of OCI	2016			2015
Cash flow hedges
Foreign exchange forward contracts	$	32.1		$	28.1		Cost of products sold
Forward starting interest rate swaps		(0.4	)		(0.1	)	Interest expense
		31.7			28.0		Total before tax
		7.3			6.4		Provision for income taxes
	$	24.4		$	21.6		Net of tax
Defined benefit plans
Prior service cost	$	1.9		$	1.1		*
Unrecognized actuarial (loss)		(5.0	)		(4.3	)	*
		(3.1	)		(3.2	)	Total before tax
		(1.1	)		0.7		(Benefit) provision for income taxes
	$	(2.0	)	$	(3.9	)	Net of tax
Total reclassifications	$	22.4		$	17.7		Net of tax

* These OCI components are included in the computation of net periodic pension expense (see Note 13).

The following table shows the tax effects on each component of OCI recognized in our condensed consolidated statements of comprehensive income (in millions):

	Three Months Ended March 31, 2016
	Before Tax			Tax			Net of Tax
Foreign currency cumulative translation adjustments	$	134.2		$	—		$	134.2
Unrealized cash flow hedge losses		(56.5	)		(12.4	)		(44.1	)
Reclassification adjustments on foreign currency hedges		(31.7	)		(7.3	)		(24.4	)
Unrealized gains on securities		0.4			—			0.4
Adjustments to prior service cost and unrecognized actuarial assumptions		21.4			1.4			20.0
Total Other Comprehensive Gain (Loss)	$	67.8		$	(18.3	)	$	86.1

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	Three Months Ended March 31, 2015
	Before Tax			Tax			Net of Tax
Foreign currency cumulative translation adjustments	$	(149.9	)	$	—		$	(149.9	)
Unrealized cash flow hedge gains (losses)		51.7			(0.7	)		52.4
Reclassification adjustments on foreign currency hedges		(28.0	)		(6.4	)		(21.6	)
Unrealized gains on securities		0.6			—			0.6
Adjustments to prior service cost and unrecognized actuarial assumptions		3.2			(0.7	)		3.9
Total Other Comprehensive Loss	$	(122.4	)	$	(7.8	)	$	(114.6	)

10. Fair Value Measurement of Assets and Liabilities

The following assets and liabilities are recorded at fair value on a recurring basis (in millions):

	As of March 31, 2016
	Recorded Balance		Fair Value Measurements at Reporting Date Using:
Description			Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets
Available-for-sale securities
Corporate debt securities	$	49.9	$	—	$	49.9	$	—
Total available-for-sale securities		49.9		—		49.9		—
Derivatives, current and long-term
Foreign currency forward contracts and options		32.9		—		32.9		—
Interest rate swaps		37.6		—		37.6		—
	$	120.4	$	—	$	120.4	$	—
Liabilities
Derivatives, current and long-term	$	21.5	$	—	$	21.5	$	—
Foreign currency forward contracts and options	$	21.5	$	—	$	21.5	$	—

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	As of December 31, 2015
	Recorded Balance		Fair Value Measurements at Reporting Date Using:
Description			Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets
Available-for-sale securities
Corporate debt securities	$	245.4	$	—	$	245.4	$	—
U.S. government and agency debt securities		21.5		—		21.5		—
Commercial paper		4.2		—		4.2		—
Certificates of deposit		2.0		—		2.0		—
Total available-for-sale securities		273.1		—		273.1		—
Derivatives, current and long-term
Foreign currency forward contracts and options		96.9		—		96.9		—
Interest rate swaps		26.8		—		26.8		—
	$	396.8	$	—	$	396.8	$	—
Liabilities
Derivatives, current and long-term
Foreign currency forward contracts and options	$	1.6	$	—	$	1.6	$	—
	$	1.6	$	—	$	1.6	$	—

We value our available-for-sale securities using a market approach based on broker prices for identical assets in over-the-counter markets and we perform ongoing assessments of counterparty credit risk.

We value our foreign currency forward contracts and foreign currency options using a market approach based on foreign currency exchange rates obtained from active markets and we perform ongoing assessments of counterparty credit risk.

We value our interest rate swaps using a market approach based on publicly available market yield curves and the terms of our swaps and we perform ongoing assessments of counterparty credit risk.

11. Derivative Instruments and Hedging Activities

We are exposed to certain market risks relating to our ongoing business operations, including foreign currency exchange rate risk, commodity price risk, interest rate risk and credit risk. We manage our exposure to these and other market risks through regular operating and financing activities. Currently, the only risks that we manage through the use of derivative instruments are interest rate risk and foreign currency exchange rate risk.

Interest Rate Risk

Derivatives Designated as Fair Value Hedges

We use interest rate derivative instruments to manage our exposure to interest rate movements by converting fixed-rate debt into variable-rate debt. Under these agreements, we agree to exchange, at specified intervals, the difference between fixed and variable interest amounts calculated by reference to an agreed-upon notional principal amount. The objective of the instruments is to more closely align interest expense with interest income received on cash and cash equivalents. These derivative instruments are designated as fair value hedges under GAAP. Changes in the fair value of the derivative instrument are recorded in current earnings and are offset by gains or losses on the underlying debt instrument.

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We have multiple fixed-to-variable interest rate swap agreements that we have designated as fair value hedges of the fixed interest rate obligations on our 4.625% Senior Notes due 2019 and 3.375% Senior Notes due 2021. The total notional amounts are $250 million and $300 million for the 4.625% Senior Notes due 2019 and 3.375% Senior Notes due 2021, respectively. On the interest rate swap agreements for the 4.625% Senior Notes due 2019, we receive a fixed interest rate of 4.625 percent and pay variable interest equal to the three-month LIBOR plus an average of 133 basis points. On the interest rate swap agreements for the 3.375% Senior Notes due 2021, we receive a fixed interest rate of 3.375 percent and pay variable interest equal to the three-month LIBOR plus an average of 99 basis points.

Derivatives Designated as Cash Flow Hedges

In 2014, we entered into forward starting interest rate swaps that were designated as cash flow hedges of the thirty year tranche of senior notes we expected to issue in 2015. The forward starting interest rate swaps mitigated the risk of changes in interest rates prior to the completion of the Merger Notes offering. The total notional amounts of the forward starting interest rate swaps were $1 billion and settled in March 2015 at a loss of $97.6 million. The loss will be recognized using the effective interest rate method over the maturity period of the 4.450% Senior Notes due 2045.

Foreign Currency Exchange Rate Risk

We operate on a global basis and are exposed to the risk that our financial condition, results of operations and cash flows could be adversely affected by changes in foreign currency exchange rates. To reduce the potential effects of foreign currency exchange rate movements on net earnings, we enter into derivative financial instruments in the form of foreign currency exchange forward contracts and options with major financial institutions. We are primarily exposed to foreign currency exchange rate risk with respect to transactions and net assets denominated in Euros, Swiss Francs, Japanese Yen, British Pounds, Canadian Dollars, Australian Dollars, Korean Won, Swedish Krona, Czech Koruna, Thai Baht, Taiwan Dollars, South African Rand, Russian Rubles and Indian Rupees. We do not use derivative financial instruments for trading or speculative purposes.

Derivatives Designated as Cash Flow Hedges

Our revenues are generated in various currencies throughout the world. However, a significant amount of our inventory is produced in U.S. Dollars. Therefore, movements in foreign currency exchange rates may have different proportional effects on our revenues compared to our cost of products sold. To minimize the effects of foreign currency exchange rate movements on cash flows, we hedge intercompany sales of inventory expected to occur within the next 30 months with foreign currency exchange forward contracts and options. We designate these derivative instruments as cash flow hedges.

We perform quarterly assessments of hedge effectiveness by verifying and documenting the critical terms of the hedge instrument and that forecasted transactions have not changed significantly. We also assess on a quarterly basis whether there have been adverse developments regarding the risk of a counterparty default. For derivatives which qualify as hedges of future cash flows, the effective portion of changes in fair value is temporarily recorded in other comprehensive income and then recognized in cost of products sold when the hedged item affects net earnings. The ineffective portion of a derivative’s change in fair value, if any, is immediately reported in cost of products sold. On our condensed consolidated statement of cash flows, the settlements of these cash flow hedges are recognized in operating cash flows.

For foreign currency exchange forward contracts and options outstanding at March 31, 2016, we had obligations to purchase U.S. Dollars and sell Euros, Japanese Yen, British Pounds, Canadian Dollars, Australian Dollars, Korean Won, Swedish Krona, Czech Koruna, Thai Baht, Taiwan Dollars, South African Rand, Russian Rubles and Indian Rupees and obligations to purchase Swiss Francs and sell U.S. Dollars. These derivatives mature at dates ranging from April 2016 through September 2018. As of March 31, 2016, the notional amounts

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of outstanding forward contracts and options entered into with third parties to purchase U.S. Dollars were $1,453.6 million. As of March 31, 2016, the notional amounts of outstanding forward contracts and options entered into with third parties to purchase Swiss Francs were $293.9 million.

Derivatives Not Designated as Hedging Instruments

We enter into foreign currency forward exchange contracts with terms of one month to manage currency exposures for monetary assets and liabilities denominated in a currency other than an entity’s functional currency. As a result, any foreign currency re-measurement gains/losses recognized in earnings are generally offset with gains/losses on the foreign currency forward exchange contracts in the same reporting period. The net amount of these offsetting gains/losses is recorded in other expense. These contracts are settled on the last day of each reporting period. Therefore, there is no outstanding balance related to these contracts recorded on the balance sheet as of the end of the reporting period. The notional amounts of these contracts are typically in a range of $1.5 billion to $2.0 billion per quarter.

Income Statement Presentation

Derivatives Designated as Fair Value Hedges

Derivative instruments designated as fair value hedges had the following effects on our condensed consolidated statements of earnings (in millions):

			Gain (Loss) on Instrument				Gain (Loss) on Hedged Item
			Three Months Ended				Three Months Ended
	Location on Statement of Earnings		March 31,				March 31,
Derivative Instrument			2016		2015		2016			2015
Interest rate swaps		Interest expense	$	10.8	$	7.2	$	(10.8	)	$	(7.2	)

We had no ineffective fair value hedging instruments during the three month periods ended March 31, 2016 and 2015.

Derivatives Designated as Cash Flow Hedges

Derivative instruments designated as cash flow hedges had the following effects, before taxes, on OCI and net earnings on our condensed consolidated statements of earnings, condensed consolidated statements of comprehensive income and condensed consolidated balance sheets (in millions):

Derivative Instrument	Amount of Gain (Loss) Recognized in OCI						Location on Statement of Earnings		Amount of Gain (Loss) Reclassified from OCI
	Three Months Ended March 31,								Three Months Ended March 31,
	2016			2015					2016			2015
Foreign exchange forward contracts	$	(56.5	)	$	90.0			Cost of products sold	$	32.1		$	28.1
Forward starting interest rate swaps		—			(38.3	)		Interest expense		(0.4	)		(0.1	)
	$	(56.5	)	$	51.7				$	31.7		$	28.0

The net amounts recognized in earnings during the three month periods ended March 31, 2016 and 2015 due to ineffectiveness and amounts excluded from the assessment of hedge effectiveness were not significant.

The fair value of outstanding derivative instruments designated as cash flow hedges and recorded on the balance sheet at March 31, 2016, together with settled derivatives where the hedged item has not yet affected earnings, was a net unrealized loss of $62.1 million, or $38.7 million after taxes, which is deferred in OCI. A gain of $51.2 million, or $38.5 million after taxes, is expected to be reclassified to earnings over the next twelve

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months. The disproportionate amount of net unrealized loss deferred in OCI and the expected gain reclassification over the next twelve months is due to the significant loss from the forward starting interest rate swaps deferred in OCI which will be reclassified to earnings over the maturity period of the 4.450% Senior Notes due 2045.

Derivatives Not Designated as Hedging Instruments

The following (losses) gains from these derivative instruments were recognized on our condensed consolidated statements of earnings (in millions):

Derivative Instrument	Location on Statement of Earnings		Three Months Ended March 31,
			2016			2015
Foreign exchange forward contracts		Other expense, net	$	(21.3	)	$	15.2

This impact does not include any offsetting gains/losses recognized in earnings as a result of foreign currency re-measurement of monetary assets and liabilities denominated in a currency other than an entity’s functional currency.

Balance Sheet Presentation

As of March 31, 2016 and December 31, 2015, all derivative instruments designated as fair value hedges and cash flow hedges were recorded at fair value on the balance sheet. On our condensed consolidated balance sheets, we recognize individual forward contracts and options with the same counterparty on a net asset/liability basis if we have a master netting agreement with the counterparty. Under these master netting agreements, we are able to settle derivative instrument assets and liabilities with the same counterparty in a single transaction, instead of settling each derivative instrument separately. We have master netting agreements with all of our counterparties. The fair value of derivative instruments on a gross basis is as follows (in millions):

	March 31, 2016			December 31, 2015
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Asset Derivatives
Foreign exchange forward contracts	Other current assets	$	56.1	Other current assets	$	100.5
Foreign exchange forward contracts	Other assets		5.6	Other assets		19.8
Interest rate swaps	Other assets		37.6	Other assets		26.8
Total asset derivatives		$	99.3		$	147.1
Liability Derivatives
Foreign exchange forward contracts	Other current liabilities	$	29.6	Other current liabilities	$	16.7
Foreign exchange forward contracts	Other long-term liabilities		20.7	Other long-term liabilities		8.3
Total liability derivatives		$	50.3		$	25.0

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The table below presents the effects of our master netting agreements on our condensed consolidated balance sheets (in millions):

		As of March 31, 2016						As of December 31, 2015
Description	Location	Gross Amount		Offset		Net Amount in Balance Sheet		Gross Amount		Offset		Net Amount in Balance Sheet
Asset Derivatives
Cash flow hedges	Other current assets	$	56.1		23.6	$	32.5	$	100.5	$	16.3	$	84.2
Cash flow hedges	Other assets		5.6		5.2		0.4		19.8		7.1		12.7
Liability Derivatives
Cash flow hedges	Other current liabilities		29.6		23.6		6.0		16.7		16.3		0.4
Cash flow hedges	Other long-term liabilities		20.7		5.2		15.5		8.3		7.1		1.2

12. Income Taxes

We operate on a global basis and are subject to numerous and complex tax laws and regulations. Our income tax filings are regularly under audit in multiple federal, state and foreign jurisdictions. Income tax audits may require an extended period of time to reach resolution and may result in significant income tax adjustments when interpretation of tax laws or allocation of company profits is disputed. The net amount of tax liability for unrecognized tax benefits may change within the next twelve months due to changes in audit status, expiration of statutes of limitations, settlements of tax assessments and other events which could impact our determination of unrecognized tax benefits. Although the ultimate timing for resolution of the disputed tax issues is uncertain, we may resolve certain tax matters within the next twelve months and pay amounts for other unresolved tax matters in order to limit the potential impact of interest charges. Final resolution of these matters could have a material impact on our income tax expense, results of operations and cash flows for future periods. Currently, we cannot reasonably estimate the amount by which our unrecognized tax benefits will change.

Our U.S. federal income tax returns have been audited through 2009 and are currently under audit for years 2010 through 2014. The Internal Revenue Service (“IRS”) has proposed adjustments for years 2005 through 2009, reallocating profits between certain of our U.S. and foreign subsidiaries. We have disputed these adjustments and intend to continue to vigorously defend our positions. For years 2005 through 2007, we have filed a petition with the U.S. Tax Court. For years 2008 through 2009, we are pursuing resolution through the IRS Administrative Appeals Process. The U.S. federal income tax returns of the acquired Biomet consolidated group have been audited through fiscal year 2008.

In the three month periods ended March 31, 2016 and 2015, our effective tax rate was 31.7 percent and 24.5 percent, respectively. The increase in the 2016 period was primarily due to the recognition of a tax liability related to earnings in certain international locations that we intend to repatriate. Our effective tax rate was lower than the U.S. statutory income tax rate of 35.0 percent primarily due to (i) earning income in foreign locations with lower tax rates, and (ii) incurring the majority of “Special items” expense in higher tax jurisdictions.

13. Retirement Benefit Plans

We have defined benefit pension plans covering certain U.S. and Puerto Rico employees. The employees who are not participating in the defined benefit plans receive additional benefits under our defined contribution plans. Plan benefits are primarily based on years of credited service and the participant’s compensation. In addition to the U.S. and Puerto Rico defined benefit pension plans, we sponsor various foreign pension arrangements, including retirement and termination benefit plans required by local law or coordinated with government sponsored plans.

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The components of net periodic pension expense for our U.S. and foreign defined benefit pension plans are as follows (in millions):

	Three Months Ended March 31,
	2016			2015
Service cost	$	7.5		$	7.6
Interest cost		7.2			5.5
Expected return on plan assets		(12.7	)		(10.9	)
Curtailment gain		(0.3	)		—
Amortization of prior service cost		(1.9	)		(1.1	)
Amortization of unrecognized actuarial loss		5.0			4.3
Net periodic pension expense	$	4.8		$	5.4

We expect that we will have minimal legally required funding obligations in 2016 for our U.S. and Puerto Rico defined benefit pension plans, and therefore we have not made, nor do we voluntarily expect to make, any material contributions to these plans during 2016. We contributed $3.6 million to our foreign-based defined benefit pension plans in the three month period ended March 31, 2016, and we expect to contribute $11.9 million to these foreign-based plans during the remainder of 2016.

14. Earnings Per Share

The following is a reconciliation of weighted average shares for the basic and diluted shares computations (in millions):

	Three Months Ended March 31,
	2016		2015
Weighted average shares outstanding for basic net earnings per share		200.1		170.0
Effect of dilutive stock options and other equity awards		1.9		2.9
Weighted average shares outstanding for diluted net earnings per share		202.0		172.9

During the three month period ended March 31, 2016, an average of 1.1 million options to purchase shares of common stock were not included in the computation of diluted earnings per share because the exercise prices of these options were greater than the average market price of our common stock. During the three month period ended March 31, 2015, all outstanding options to purchase shares of common stock were included in the computation of diluted earnings per share because the exercise prices of all options were less than the average market price of our common stock.

In the three month period ended March 31, 2016, we repurchased 4.2 million shares of our common stock at an average price of $98.50 per share for a total cash outlay of $415.5 million, including commissions.

15. Segment Information

We design, manufacture and market orthopaedic reconstructive products; sports medicine, biologics, extremities and trauma products; spine, bone healing, craniomaxillofacial (“CMF”) and thoracic products; dental implants; and related surgical products. Due to the Biomet merger, we changed our senior management organizational structure which resulted in a change to our operating segments. We now allocate resources to

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achieve our operating profit goals through seven operating segments. Our operating segments are comprised of both geographic and product category business units. The geographic operating segments are the Americas, which is comprised principally of the U.S. and includes other North, Central and South American markets; EMEA, which is comprised principally of Europe and includes the Middle East and African markets; and Asia Pacific, which is comprised primarily of Japan and includes other Asian and Pacific markets. The product category operating segments are Americas Spine, Bone Healing, CMF and Dental. The geographic operating segments include results from all of our product categories except those in the product category operating segments. The Bone Healing, CMF and Dental product category operating segments reflect those respective product category results from all regions, whereas the Americas Spine operating segment only includes spine product results from the Americas.

As it relates to the geographic operating segments, management evaluates performance based upon segment operating profit exclusive of operating expenses pertaining to inventory step-up and certain other inventory and manufacturing related charges, “Certain claims,” goodwill impairment, intangible asset amortization, “Special items,” and global operations and corporate functions. Global operations and corporate functions include research, development engineering, medical education, brand management, corporate legal, finance and human resource functions, manufacturing operations and logistics and share-based payment expense. As it relates to each product category operating segment, research, development engineering, medical education, brand management and other various costs that are specific to the product category operating segment’s operations are reflected in its operating profit results. Due to these additional costs included in the product category operating segments, profitability metrics between the geographic operating segments and product category operating segments are not comparable. Intercompany transactions have been eliminated from segment operating profit.

These seven operating segments are the basis for our reportable segment information provided below. The four product category operating segments are individually insignificant to our consolidated results and therefore do not constitute a reporting segment either individually or combined. For presentation purposes, these product category operating segments have been aggregated. Prior period reportable segment financial information has been restated to conform to the current period.

Net sales and operating profit by segment are as follows (in millions):

	Net Sales				Operating Profit
	Three Months Ended March 31,				Three Months Ended March 31,
	2016		2015		2016			2015
Americas	$	984.7	$	577.7	$	535.0		$	296.8
EMEA		416.6		281.2		141.3			109.5
Asia Pacific		256.6		187.5		110.6			97.7
Product Category Operating Segments		246.1		88.0		58.2			14.1
Global Operations and Corporate Functions		—		—		(206.0	)		(137.1	)
Total	$	1,904.0	$	1,134.4
Inventory step-up and other inventory and manufacturing related charges						(172.9	)		(3.9	)
Intangible asset amortization						(126.6	)		(20.4	)
Special items						(94.1	)		(86.8	)
Operating profit					$	245.5		$	269.9

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Net sales by product category are as follows (in millions):

	Three Months Ended March 31,
	2016		2015
Knees	$	703.3	$	463.9
Hips		467.9		311.4
S.E.T		401.1		218.4
Dental		108.6		55.8
Spine & CMF		141.2		49.5
Other		81.9		35.4
Total	$	1,904.0	$	1,134.4

“S.E.T” refers to our surgical, sports medicine, biologics, foot and ankle, extremities and trauma product category.

16. Commitments and Contingencies

On a quarterly and annual basis, we review relevant information with respect to loss contingencies and update our accruals, disclosures and estimates of reasonably possible losses or ranges of loss based on such reviews. We establish liabilities for loss contingencies when it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated. For matters where a loss is believed to be reasonably possible, but not probable, no accrual has been made.

Litigation

Durom^® Cup-related claims: On July 22, 2008, we temporarily suspended marketing and distribution of the Durom Cup in the U.S. Subsequently, a number of product liability lawsuits were filed against us in various U.S. and foreign jurisdictions. The plaintiffs seek damages for personal injury, and they generally allege that the Durom Cup contains defects that result in complications and premature revision of the device. We have settled some of these claims and others are still pending. The majority of the pending U.S. lawsuits are currently in a federal Multidistrict Litigation (“MDL”) in the District of New Jersey (In Re: Zimmer Durom Hip Cup Products Liability Litigation). Multi-plaintiff state court cases are pending in St. Clair County, Illinois (Santas, et al. v. Zimmer, Inc., et al.) and Los Angeles County, California (McAllister, et al. v. Zimmer, Inc., et al.). The initial trial in Santas took place in November 2014, the initial trial in the MDL took place in May 2015 and the initial trial in McAllister took place in July 2015. Other lawsuits are pending in various jurisdictions, and additional claims may be asserted in the future.

Since 2008, we have recognized expense of $479.4 million for Durom Cup-related claims. Our estimate of our total liability for these claims as of March 31, 2016 remains consistent with our estimate as of December 31, 2015, and, accordingly, we did not record any additional expense during the three month period ended March 31, 2016. With respect to the same prior year period, we also did not record any additional expense for Durom Cup-related claims.

We maintain insurance for product liability claims, subject to self-insurance retention requirements. As of March 31, 2016, we have exhausted our self-insured retention under our insurance program and have a claim for insurance proceeds for ultimate losses which exceed the self-insured retention amount, subject to a 20 percent co-payment requirement and a cap. We believe our contracts with the insurance carriers are enforceable for these claims and, therefore, it is probable that we will recover some amount from our insurance carriers. We have received a portion of the insurance proceeds we estimate we will recover. We have a $95.3 million receivable in “Other assets” remaining on our consolidated balance sheet as of March 31, 2016 for estimated insurance recoveries for Durom Cup-related claims. As is customary in this process, our insurance carriers have reserved all rights under their respective policies and could still ultimately deny coverage for some or all of our insurance claims.

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Our estimate as of March 31, 2016 of the remaining liability for all Durom Cup-related claims is $309.2 million, of which $50.0 million is classified as short-term in “Other current liabilities” and $259.2 million is classified as long-term in “Other long-term liabilities” on our consolidated balance sheet. We expect to pay the majority of the Durom Cup-related claims within the next few years.

Our understanding of clinical outcomes with the Durom Cup and other large diameter hip cups continues to evolve. We rely on significant estimates in determining the provisions for Durom Cup-related claims, including our estimate of the number of claims that we will receive and the average amount we will pay per claim. The actual number of claims and the actual amount we pay per claim may differ from our estimates. Among other factors, since our understanding of the clinical outcomes is still evolving, we cannot reasonably estimate the possible loss or range of loss that may result from Durom Cup-related claims in excess of the losses we have accrued.

Margo and Daniel Polett v. Zimmer, Inc. et al.: On August 20, 2008, Margo and Daniel Polett filed an action against us and an unrelated third party, Public Communications, Inc. (“PCI”), in the Court of Common Pleas, Philadelphia, Pennsylvania seeking an unspecified amount of damages for injuries and loss of consortium allegedly suffered by Mrs. Polett and her spouse, respectively. The complaint alleged that defendants were negligent in connection with Mrs. Polett’s participation in a promotional video featuring one of our knee products. The case was tried in November 2010 and the jury returned a verdict in favor of plaintiffs. The jury awarded $27.6 million in compensatory damages and apportioned fault 30 percent to plaintiffs, 34 percent to us and 36 percent to PCI. Under applicable law, we may be liable for any portion of the damages apportioned to PCI that it does not pay. On December 2, 2010, we and PCI filed a motion for post-trial relief seeking a judgment notwithstanding the verdict, a new trial or a remittitur. On June 10, 2011, the trial court entered an order denying our motion for post-trial relief and affirming the jury verdict in full and entered judgment for $20.3 million against us and PCI. On June 29, 2011, we filed a notice of appeal to the Superior Court of Pennsylvania and posted a bond for the verdict amount plus interest. Oral argument before the appellate court in Philadelphia, Pennsylvania was held on March 13, 2012. On March 1, 2013, the Superior Court of Pennsylvania vacated the $27.6 million judgment and remanded the case for a new trial. On March 15, 2013, plaintiffs filed a motion for re-argument en banc, and on March 28, 2013, we filed our response in opposition. On May 9, 2013, the Superior Court of Pennsylvania granted plaintiffs’ motion for re-argument en banc. Oral argument (re-argument en banc) before the Superior Court of Pennsylvania was held on October 16, 2013. On December 20, 2013, the Court issued its opinion again vacating the trial court judgment and remanding the case for a new trial. On January 21, 2014, plaintiffs filed a petition for allowance of appeal in the Supreme Court of Pennsylvania, which was granted on May 21, 2014. Oral argument before the Supreme Court of Pennsylvania took place on October 8, 2014. On October 27, 2015, the Supreme Court of Pennsylvania reversed the order of the Superior Court of Pennsylvania and remanded the case to that court to consider the question of whether the trial court erred in refusing to remit the jury’s compensatory damages award. Although we are defending this lawsuit vigorously, its ultimate resolution is uncertain.

NexGen^® Knee System claims: Following a wide-spread advertising campaign conducted by certain law firms beginning in 2010, a number of product liability lawsuits have been filed against us in various jurisdictions. The plaintiffs seek damages for personal injury, alleging that certain products within the NexGen Knee System suffer from defects that cause them to loosen prematurely. The majority of the cases are currently pending in a federal MDL in the Northern District of Illinois (In Re: Zimmer NexGen Knee Implant Products Liability Litigation). Other cases are pending in other state and federal courts, and additional lawsuits may be filed. As of March 31, 2016, discovery in these lawsuits was ongoing. The initial bellwether trial took place in October 2015. We have not accrued an estimated loss relating to these lawsuits because we believe the plaintiffs’ allegations are not consistent with the record of clinical success for these products. As a result, we do not believe that it is probable that we have incurred a liability, and we cannot reasonably estimate any loss that might eventually be incurred. Although we are vigorously defending these lawsuits, their ultimate resolution is uncertain.

Biomet metal-on-metal hip implant claims: Biomet is a defendant in a number of product liability lawsuits relating to metal-on-metal hip implants. The majority of these cases involve the M2a-Magnum^™ hip system. The

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majority of the cases are currently consolidated in one federal MDL proceeding in the U.S. District Court for the Northern District of Indiana (In Re: Biomet M2a Magnum Hip Implant Product Liability Litigation). Other cases are pending in various state and foreign courts.

On February 3, 2014, Biomet announced the settlement of the MDL. Lawsuits filed in the MDL by April 15, 2014 may participate in the settlement. Biomet continues to evaluate the inventory of lawsuits in the MDL pursuant to the categories and procedures set forth in the settlement agreement. The final amount of payments under the settlement is uncertain. The settlement does not affect certain other claims relating to Biomet’s metal-on-metal hip products that are pending in various state and foreign courts, or other claims that may be filed in the future. Our estimate as of March 31, 2016 of the remaining liability for all Biomet metal-on-metal hip implant claims is $25.8 million.

Biomet has exhausted the self-insured retention in its insurance program and has been reimbursed for claims related to its metal-on-metal products up to its policy limits in the program. Zimmer Biomet will be responsible for any amounts by which the ultimate losses exceed the amount of Biomet’s third-party insurance coverage. As of March 31, 2016, Biomet had received all of the insurance proceeds it expects to recover under the excess policies.

Heraeus trade secret misappropriation lawsuits: In December 2008, Heraeus Kulzer GmbH (together with its affiliates, “Heraeus”) initiated legal proceedings in Germany against Biomet, Inc., Biomet Europe BV and certain other subsidiaries of Biomet, Inc., alleging that Biomet, Inc. and Biomet Europe BV misappropriated Heraeus trade secrets when developing Biomet Europe’s Refobacin and Biomet Bone Cement line of cements (“European Cements”). The lawsuit sought to preclude the defendants from producing, marketing and offering for sale their current line of European Cements and to compensate Heraeus for any damages incurred (alleged to be in excess of €30.0 million). On December 20, 2012, the trial court dismissed Biomet, Inc., Biomet Europe BV, Biomet Deutschland GmbH and other defendants from the lawsuit. Biomet Orthopaedics Switzerland GmbH was the only Biomet entity remaining as a defendant.

Following an appeal by Heraeus, on June 5, 2014, the German appeals court (i) enjoined Biomet, Inc., Biomet Europe BV and Biomet Deutschland GmbH from manufacturing, selling or offering the European Cements to the extent they contain certain raw materials in particular specifications; (ii) held the defendants jointly and severally liable to Heraeus for any damages from the sale of European Cements since 2005; and (iii) ruled that no further review may be sought. Damages have not been determined. The judgment is not final and the defendants are seeking review (including review of the appeals court ruling that no further review may be sought) from Germany’s Supreme Court. No prediction can be made as to the likelihood of review being granted by Germany’s Supreme Court.

As a result, Biomet Europe BV and Biomet Deutschland GmbH are enjoined from the manufacture, marketing, sale and offering of European Cements in Germany. While Heraeus has indicated that it intends to take the position that the judgment would prohibit the manufacture, marketing, sale and offering of European Cements outside of Germany as well and is attempting to enforce the judgment in a limited number of other European jurisdictions, Biomet, Inc., Biomet Europe BV and Biomet Deutschland GmbH are vigorously contesting any enforcement of the judgment beyond Germany. Biomet, Inc., Biomet Europe BV and Biomet Deutschland GmbH thus filed a declaratory action in Germany on August 3, 2014 to have the court determine the reach of the appeals court decision.

On September 8, 2014, Heraeus filed a complaint against a Biomet supplier, Esschem, Inc. (“Esschem”), in the United States District Court for the Eastern District of Pennsylvania. The lawsuit contains allegations that focus on two copolymer compounds that Esschem sells to Biomet, which Biomet incorporates into certain bone cement products that compete with Heraeus’ bone cement products. The complaint alleges that Biomet helped Esschem to develop these copolymers, using Heraeus trade secrets that Biomet allegedly misappropriated. The complaint asserts a claim under the Pennsylvania Trade Secrets Act, as well as other various common law tort

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claims, all based upon the same trade secret misappropriation theory. Heraeus is seeking to enjoin Esschem from supplying the copolymers to any third party and actual damages in an unspecified amount. The complaint also seeks punitive damages, costs and attorneys’ fees. If Esschem is enjoined, Biomet may not be able to obtain the copolymers from another supplier and as a result may not be able to continue to manufacture the subject bone cement products. Although Heraeus has not named Biomet as a party to this lawsuit, Biomet has agreed, at Esschem’s request and subject to certain limitations, to indemnify Esschem for any liability, damages and legal costs related to this matter. On November 3, 2014, the court entered an order denying Heraeus’ motion for a temporary restraining order.

On October 15, 2015, Heraeus initiated expedited proceedings against Biomet France, Biomet SAS, Biomet Europe BV, Biomet, Inc., Biomet Orthopedics Switzerland GmbH and Biomet Global Supply Chain Center BV before the Commercial Court in Paris seeking to enjoin these entities from importing certain raw materials subject to the rulings in Germany and from manufacturing, selling or exporting the bone cements made from those raw materials, including under the names of the European Cements. On November 16, 2015, the presiding judge ruled that it had no jurisdiction over Biomet, Inc. and on December 4, 2015, the judge denied the preliminary measures requested by Heraeus. Heraeus has not appealed this ruling or filed an action on the merits before the Commercial Court in Paris. On December 8, 2015, Heraeus filed separate proceedings against Biomet France, Biomet SAS and Biomet France Holding before the Commercial Court of Roman-Sur-Isere seeking to gain access to certain documents which had been seized during searches of Biomet France’s premises in June 2015. Biomet is defending itself vigorously in this proceeding, which is still ongoing.

Heraeus continues to initiate other related legal proceedings in Europe seeking various forms of relief, including injunctive relief and damages, against Biomet-related entities relating to the European Cements.

No assurance can be made as to the time or resources that will be needed to devote to this litigation or its final outcome.

Stryker patent infringement lawsuit: On December 10, 2010, Stryker Corporation and related entities (“Stryker”) filed suit against us in the U.S. District Court for the Western District of Michigan, alleging that certain of our Pulsavac^® Plus Wound Debridement Products infringe three U.S. patents assigned to Stryker. The case was tried beginning on January 15, 2013, and on February 5, 2013, the jury found that we infringed certain claims of the subject patents. The jury awarded $70.0 million in monetary damages for lost profits. The jury also found that we willfully infringed the subject patents. We filed multiple post-trial motions, including a motion seeking a new trial. On August 7, 2013, the trial court issued a ruling denying all of our motions and awarded treble damages and attorneys’ fees to Stryker. We filed a notice of appeal to the Court of Appeals for the Federal Circuit to seek reversal of both the jury’s verdict and the trial court’s rulings on our post-trial motions. Oral argument before the Court of Appeals for the Federal Circuit took place on September 8, 2014. On December 19, 2014, the Federal Circuit issued a decision affirming the $70.0 million lost profits award but reversed the willfulness finding, vacating the treble damages award and vacating and remanding the attorneys’ fees award. We accrued an estimated loss of $70.0 million related to this matter in the three month period ended December 31, 2014. On January 20, 2015, Stryker filed a motion with the Federal Circuit for a rehearing en banc. On March 23, 2015, the Federal Circuit denied Stryker’s petition. Stryker subsequently filed a petition for certiorari to the U.S. Supreme Court. In July 2015, we paid the final award of $90.3 million, which includes the original $70.0 million plus pre- and post-judgment interest and damages for sales that occurred post-trial but prior to our entry into a license agreement with Stryker. On October 19, 2015, the U.S. Supreme Court granted Stryker’s petition for certiorari. Oral argument took place on February 23, 2016. Although we are defending this lawsuit vigorously, the ultimate resolution of this matter is uncertain. In the future, we could be required to record a charge of up to $140.0 million that could have a material adverse effect on our results of operations.

Regulatory Matters, Government Investigations and Other Matters

FDA warning letters: In September 2012, Zimmer received a warning letter from the U.S. Food and Drug Administration (“FDA”) citing concerns relating to certain processes pertaining to products manufactured at our

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Ponce, Puerto Rico manufacturing facility. In June 2015, Biomet received a warning letter from the FDA that requested additional information to allow the FDA to evaluate the adequacy of Biomet’s responses to certain Form 483 observations issued following an inspection of Biomet’s Zhejiang, China manufacturing facility in January 2015. We have provided detailed responses to the FDA as to our corrective actions and will continue to work expeditiously to address the issues identified by the FDA during inspections in Ponce and Zhejiang. As of March 31, 2016, these warning letters remained pending. Until the violations are corrected, we may be subject to additional regulatory action by the FDA, including seizure, injunction and/or civil monetary penalties. Additionally, requests for Certificates to Foreign Governments related to products manufactured at the Ponce and Zhejiang facilities may not be granted and premarket approval applications for Class III devices to which the quality system regulation deviations at these facilities are reasonably related will not be approved until the violations have been corrected. In addition to responding to the warning letters described above, we are in the process of addressing various FDA Form 483 inspectional observations at certain of our manufacturing facilities. The ultimate outcome of these matters is presently uncertain.

Biomet DPA and Consent: On March 26, 2012, Biomet entered into a Deferred Prosecution Agreement (“DPA”) with the U.S. Department of Justice, Criminal Division, Fraud Section (“DOJ”) and a Consent with the U.S. Securities and Exchange Commission (“SEC”) related to an investigation by the DOJ and the SEC into possible violations of the U.S. Foreign Corrupt Practices Act (“FCPA”) in the marketing and sale of medical devices in certain foreign countries. Pursuant to the DPA, the DOJ agreed to defer prosecution of Biomet in connection with those matters, provided that Biomet satisfies its obligations under the DPA over the term of the DPA. The DPA had a three-year term and provided that it could be extended in the sole discretion of the DOJ for an additional year. Pursuant to the Consent, Biomet consented to the entry of a Final Judgment which, among other things, permanently enjoined Biomet from violating the provisions of the FCPA. In addition, pursuant to the terms of the DPA, an independent external compliance monitor was appointed to review Biomet’s compliance with the DPA, particularly in relation to Biomet’s international sales practices. The Consent that Biomet entered into with the SEC mirrors the DPA’s provisions with respect to the compliance monitor.

In October 2013, Biomet became aware of certain alleged improprieties regarding its operations in Brazil and Mexico, including alleged improprieties that predated the entry of the DPA. Biomet retained counsel and other experts to investigate both matters. Based on the results of the ongoing investigations, Biomet has terminated, suspended or otherwise disciplined certain of the employees and executives involved in these matters, and has taken certain other remedial measures. Additionally, pursuant to the terms of the DPA, in April 2014 and thereafter, Biomet disclosed these matters to and discussed these matters with the independent compliance monitor and the DOJ and SEC. On July 2, 2014 and July 13, 2015, the SEC issued subpoenas to Biomet requiring that Biomet produce certain documents relating to such matters. These matters remain under investigation by the DOJ.

On March 13, 2015, the DOJ informed Biomet that the DPA and the independent compliance monitor’s appointment had been extended for an additional year. On April 2, 2015, at the request of the staff of the SEC, Biomet consented to an amendment to the Final Judgment to extend the term of the compliance monitor’s appointment for one year from the date of entry of the Amended Final Judgment.

The DPA as originally extended was set to expire on March 26, 2016. However, the DOJ and the SEC continue to evaluate the alleged misconduct in Brazil and Mexico, as well as any issues relating to Biomet’s compliance program. The DOJ, the SEC and Biomet have agreed to continue to evaluate and discuss these matters and, therefore, the matter is ongoing as of the date of the filing of this Form 10-Q. Pursuant to the DPA, the DOJ has sole discretion to determine whether conduct by Biomet constitutes a violation or breach of the DPA. The DOJ has informed Biomet that it retains its rights under the DPA to bring further action against Biomet relating to the conduct in Brazil and Mexico disclosed in 2014 or the violations set forth in the DPA. The DOJ could, among other things, revoke the DPA or prosecute Biomet and/or the involved employees and executives. Biomet continues to cooperate with the SEC and the DOJ, and expects that discussions with the SEC and the DOJ will continue. There is no assurance that Biomet will enter into a consensual resolution of this matter with the SEC or the DOJ, and the terms and conditions of any such potential resolution are uncertain.

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Other Government Investigations and Document Requests: In June 2013, Biomet received a subpoena from the U.S. Attorney’s Office for the District of New Jersey requesting various documents relating to the fitting of custom-fabricated or custom-fitted orthoses, or bracing, to patients in New Jersey, Texas and Washington. Biomet has produced responsive documents and is fully cooperating with the request of the U.S. Attorney’s Office. We may need to devote significant time and resources to this inquiry and can give no assurances as to its final outcome.

In July 2011, Biomet received an administrative subpoena from the Office of Foreign Assets Control of the U.S. Department of the Treasury (“OFAC”) requesting documents concerning the export of products to Iran. OFAC informed Biomet that the subpoena related to allegations that Biomet may have been involved in unauthorized sales of dental products to Iran. Biomet is fully cooperating in the investigation and submitted its response to the subpoena in October 2011. We may need to devote significant time and resources to this inquiry and can give no assurances as to its final outcome.

In February 2010, Biomet received a subpoena from the Office of the Inspector General of the U.S. Department of Health and Human Services requesting various documents relating to agreements or arrangements between physicians and Biomet’s Interpore Cross subsidiary for the period from 1999 through the date of the subpoena and the marketing and sales activities associated with Interpore Cross’ spinal products. Biomet is fully cooperating in the investigation. We may need to devote significant time and resources to this inquiry and can give no assurances as to its final outcome.

17. Subsequent Events

On April 25, 2016, we announced that we have entered into a definitive agreement to acquire Cayenne Medical, Inc. The transaction, which is subject to customary closing conditions, is expected to close during the second quarter of 2016. The acquisition of Cayenne Medical, Inc. will strengthen our Sports Medicine capabilities and portfolio of technically advanced soft tissue reconstruction solutions for knee, shoulder and extremities procedures. We do not expect the acquisition to have a material effect on our financial position or results of operations.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis should be read in conjunction with the condensed consolidated financial statements and corresponding notes included elsewhere in this Form 10-Q. Certain percentages presented in this discussion and analysis are calculated from the underlying whole-dollar amounts and, therefore, may not recalculate from the rounded numbers used for disclosure purposes. In addition, certain amounts in the 2015 condensed consolidated financial statements have been reclassified to conform to the 2016 presentation.

On June 24, 2015, we completed our merger with Biomet and its results of operations have been included in our results subsequent to that date. The Biomet merger is a transformational event for us and has had significant effects on all aspects of our business. Accordingly, our revenues and expenses increased significantly in the three month period ended March 31, 2016 compared to the same prior year period.

In portions of this discussion and analysis, we also present sales information on a supplemental pro forma basis for the three month period ended March 31, 2015. This supplemental pro forma information includes Zimmer and Biomet sales in those periods as if the merger occurred on January 1, 2015. Accordingly, the supplemental pro forma net sales information for periods prior to the Closing Date includes the net sales of Biomet, including sales from certain product line rights and assets that were divested after the Closing Date. We believe this supplemental pro forma analysis is beneficial for investors because it represents how the merged companies may have performed on a combined basis in the three month period ended March 31, 2015. Such supplemental pro forma net sales information may not be indicative, however, of future operating performance.

Executive Level Overview

Results for the Three Month Period ended March 31, 2016

Our results have been significantly impacted by the Biomet merger. We continued to make progress in our commercial integration across all geographies. As we expected, our sales growth rates were below market growth rates in the quarter, but we saw sequential improvement from the second half of 2015 and expect to end 2016 at or above market growth rates. We expect such market growth rates will be approximately 3 percent excluding the effects of changes in foreign currency exchange rates.

Our sales for the three month period ended March 31, 2016 increased by 67.8 percent due to the Biomet merger. Volume/mix growth from the merger was partially offset by the negative effects of changes in foreign currency exchange rates and continued, but stable, pricing pressure in all of our geographic regions.

Our net earnings in the three month period ended March 31, 2016 decreased compared to the same prior year period. The primary driver of the lower net earnings was expense incurred in connection with the Biomet merger. As a result of the merger, we recognized significant expenses due to stepping up the acquired inventory to fair value, additional intangible asset amortization and increased interest expense due to financing-related costs for the merger.

2016 Outlook

We expect our sales growth on a reported basis year-over-year will be higher in the first half of 2016 than in the second half of 2015, since the Biomet merger was completed midway through 2015. On a pro forma basis, we expect revenue growth to be in the range of 0 to 1 percent in 2016 compared to 2015. This estimate assumes foreign currency exchange rates will decrease revenues by approximately 1 percent, continued pricing pressure will decrease revenues by approximately 2 percent, product line divestitures will decrease revenues by approximately 1 percent and our volume/mix growth will be in the range of 4 to 5 percent. We expect pro forma sales growth will improve in the second half of the year compared to the first half as our sales force stabilizes, we take advantage of cross-selling opportunities and we anniversary out of the impact of product line divestitures and certain sales force dissynergies caused by the merger.

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We expect cost of products sold in 2016 to continue to include significant expense related to stepping up acquired Biomet inventory to fair value. Similarly, our intangible asset amortization expense will increase significantly in 2016 over 2015 as we recognize a full year of intangible asset amortization from the Biomet merger. We expect R&D expense for the year to be in a range of 4.5 to 5.0 percent of sales. Selling, general and administrative (“SG&A”) expense in 2016 is expected to approximate 37 percent of sales, which would be an improvement from 2015 as we realize synergies from the merger. We estimate special items expense will continue to be significant as we continue our integration activities. However, we expect special items expense will be less in 2016 compared to 2015 due to the significant, initial expenses incurred in 2015 for the integration. Interest expense will increase in 2016 compared to 2015 due to the debt borrowed in 2015 to fund the Biomet merger.

Results of Operations

We analyze sales by three geographies, the Americas, EMEA and Asia Pacific, and by the following product categories: Knees, Hips, S.E.T., Dental, Spine & CMF and Other. This sales analysis differs from our reportable operating segments, which are based upon our senior management organizational structure and how we allocate resources towards achieving operating profit goals. We analyze sales by geography because the underlying market trends in any particular geography tend to be similar across product categories and because we primarily sell the same products in all geographies.

Net Sales by Geography

The following table presents our net sales by geography and the percentage changes (dollars in millions):

	Three Months Ended March 31,
	2016		2015		% Inc
Americas	$	1,177.2	$	645.2		82.5	%
EMEA		456.3		298.9		52.7
Asia Pacific		270.5		190.3		42.1
Total	$	1,904.0	$	1,134.4		67.8

The following table presents our first quarter 2016 reported, and our first quarter 2015 pro forma, net sales by geography and the components of the percentage changes (dollars in millions):

	Three Months Ended March 31,
	Reported 2016		Pro forma 2015		% (Dec) Inc			Volume / Mix			Price			Divestiture Impact			Foreign Exchange
Americas	$	1,177.2	$	1,183.5		(0.5	)%		2.9	%		(1.1	)%		(1.9	)%		(0.4	)%
EMEA		456.3		489.5		(6.8	)		(1.4	)		(0.1	)		(1.3	)		(4.0	)
Asia Pacific		270.5		268.8		0.6			4.8			(1.2	)		(0.7	)		(2.3	)
Total	$	1,904.0	$	1,941.8		(1.9	)		2.1			(0.9	)		(1.5	)		(1.6	)

“Foreign Exchange,” as used in the tables in this report represents the effect of changes in foreign currency exchange rates on sales.

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Net Sales by Product Category

The following table presents our net sales by product category and the percentage changes (dollars in millions):

	Three Months Ended March 31,
	2016		2015		% Inc
Knees	$	703.3	$	463.9		51.6	%
Hips		467.9		311.4		50.2
S.E.T.		401.1		218.4		83.6
Dental		108.6		55.8		94.7
Spine & CMF		141.2		49.5		185.1
Other		81.9		35.4		132.6
Total	$	1,904.0	$	1,134.4		67.8

The following table presents our first quarter 2016 reported, and our first quarter 2015 pro forma, net sales by product category and the components of the percentage changes (dollars in millions):

	Three Months Ended March 31,
	Reported 2016		Pro Forma 2015		% Dec			Volume / Mix			Price			Divestiture Impact			Foreign Exchange
Knees	$	703.3	$	710.2		(1.0	)%		4.8	%		(1.3	)%		(2.5	)%		(2.0	)%
Hips		467.9		474.3		(1.3	)		2.2			(1.7	)		(0.1	)		(1.7	)
S.E.T.		401.1		408.0		(1.7	)		0.7			(0.5	)		(0.7	)		(1.2	)
Dental		108.6		117.2		(7.4	)		(10.6	)		4.6			—			(1.4	)
Spine & CMF		141.2		143.7		(1.7	)		0.4			(1.4	)		—			(0.7	)
Other		81.9		88.4		(7.3	)		6.4			(0.8	)		(11.8	)		(1.1	)
Total	$	1,904.0	$	1,941.8		(1.9	)		2.1			(0.9	)		(1.5	)		(1.6	)

The following table presents our net sales by geography for our Knees and Hips product categories, which represent our most significant product categories (dollars in millions):

	Three Months Ended March 31,
	2016		2015		% Inc
Knees
Americas	$	429.5	$	271.9		57.9	%
EMEA		173.9		120.7		44.1
Asia Pacific		99.9		71.3		40.0
Total	$	703.3	$	463.9		51.6
Hips
Americas	$	246.0	$	145.2		69.4	%
EMEA		136.8		102.9		32.9
Asia Pacific		85.1		63.3		34.5
Total	$	467.9	$	311.4		50.2

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The following table presents our first quarter 2016 reported, and our first quarter 2015 pro forma, net sales by geography for our Knees and Hips product categories, which represent our most significant product categories (dollars in millions):

	Three Months Ended March 31,
	Reported 2016		Pro forma 2015		% Inc (Dec)
Knees
Americas	$	429.5	$	427.1		0.5	%
EMEA		173.9		184.7		(5.8	)
Asia Pacific		99.9		98.4		1.6
Total	$	703.3	$	710.2		(1.0	)
Hips
Americas	$	246.0	$	244.5		0.6	%
EMEA		136.8		145.9		(6.3	)
Asia Pacific		85.1		83.9		1.5
Total	$	467.9	$	474.3		(1.3	)

The following is a discussion of the impact of the factors affecting the year-over-year change in sales in the three month period ended March 31, 2016 on a supplemental pro forma basis. On a reported basis, the year-over-year changes in sales by geography, by product category and in total were driven primarily by increased volume/mix due to the Biomet merger.

Demand (Volume and Mix) Trends

Increased volume and changes in the mix of product sales contributed 2.1 percentage points of year-over-year sales growth during the three month period ended March 31, 2016 on a pro forma basis. Volume/mix growth was driven by recent product introductions, sales in key emerging markets and an aging population.

We believe long-term indicators point toward sustained growth driven by an aging global population, growth in emerging markets, obesity, proven clinical benefits, new material technologies, advances in surgical techniques and more active lifestyles, among other factors. In addition, demand for clinically proven premium products and patient specific devices are expected to continue to positively affect sales growth in markets that recognize the value of these advanced technologies.

Pricing Trends

Global selling prices had a negative effect of 0.9 percentage points on year-over-year sales during the three month period ended March 31, 2016 on a pro forma basis. The negative 0.9 percent effect on year-over-year sales was slightly improved from what we have experienced over the past three years. The majority of countries in which we operate continue to experience pricing pressure from governmental healthcare cost containment efforts and from local hospitals and health systems. For the remainder of the year, we expect this pricing pressure will increase relative to the negative 0.9 percent we experienced in the first quarter due in part to a biennial price increase in Japan.

Foreign Currency Exchange Rates

For the three month period ended March 31, 2016, changes in foreign currency exchange rates had a negative effect of 1.6 percentage points on year-over-year sales. If foreign currency exchange rates remain

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consistent with March 31, 2016 rates, we estimate that a stronger U.S. Dollar versus foreign currency exchange rates will continue to cause declines in sales relative to the prior year period, but at a declining rate throughout the remainder of the year. We address currency risk through regular operating and financing activities and through the use of forward contracts and foreign currency options solely to manage foreign currency volatility and risk. Changes to foreign currency exchange rates affect sales growth, but due to offsetting gains/losses on hedge contracts and options, which are recorded in cost of products sold, the effect on net earnings in the near term is reduced.

Sales by Product Category

Knees

Knee sales increased in the three month period ended March 31, 2016 when compared to the same prior year period due to the Biomet merger. On a pro forma basis, Knee sales declined in 2016 due to the divestiture of certain product line rights and assets, changes in foreign currency exchange rates and continued pricing pressure, partially offset by volume/mix growth. The volume/mix growth on a pro forma basis was driven by Persona^® The Personalized Knee System, the Vanguard^® 360 Revision Knee System and the Oxford^® Partial Knee.

Hips

Hip sales increased in the three month period ended March 31, 2016 when compared to the same prior year period due to the Biomet merger. On a pro forma basis, Hip sales declined in 2016 due to changes in foreign currency exchange rates and continued pricing pressure. Among our geographic regions, only EMEA experienced a decline on a pro forma basis, which was only partially offset by increased sales in the Americas and Asia Pacific.

S.E.T.

Our S.E.T product category sales increased in the three month period ended March 31, 2016 when compared to the same prior year period due to the Biomet merger. On a pro forma basis, S.E.T. sales declined in 2016 due to changes in foreign currency exchange rates, the divestiture of certain product line rights and assets and continued pricing pressure. On a pro forma basis within this category, our extremities business achieved solid sales growth from sales of our shoulder and elbow products.

Dental

Dental sales increased in the three month period ended March 31, 2016 when compared to the same prior year period due to the Biomet merger. On a pro forma basis, Dental sales declined in 2016 due to a supply disruption related to a voluntary field action initiated in the fourth quarter of 2015 and the negative effects of changes in foreign currency exchange rates. We are in the process of remediating the supply disruption.

Spine and CMF

Spine and CMF sales increased in the three month period ended March 31, 2016 when compared to the same prior year period due to the Biomet merger. On a pro forma basis, Spine and CMF sales declined in 2016 due to continued pricing pressure and changes in foreign currency exchange rates. Strong sales of our CMF products were partially offset by a decline in Spine product sales.

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Expenses as a Percentage of Net Sales

	Three Months Ended March 31,
	2016			2015			% Inc (Dec)
Cost of products sold, excluding intangible asset amortization		33.4	%		25.1	%		8.3	%
Intangible asset amortization		6.6			1.8			4.8
Research and development		4.5			4.3			0.2
Selling, general and administrative		37.7			37.4			0.3
Special items		5.0			7.7			(2.7	)
Operating profit		12.9			23.8			(10.9	)

The increase in cost of products sold as a percentage of net sales in the three month period ended March 31, 2016 compared to the same prior year period was primarily due to $153.7 million of expense from stepping up the acquired Biomet inventory to fair value. Other increases in cost of products sold as a percentage of net sales were lower hedge gains, increased excess and obsolete inventory charges from products we intend to discontinue and the effect of lower average selling prices. For derivatives which qualify as hedges of future cash flows, the effective portion of changes in fair value is temporarily recorded in other comprehensive income and then recognized in cost of products sold when the hedged items affect earnings. These negative items were partially offset by improved product category and geographic mix, resulting in lower average costs per unit sold as a percentage of sales.

Intangible asset amortization expense and intangible asset amortization as a percentage of sales increased in the three month period ended March 31, 2016 compared to the same prior year period due to amortization expense associated with the intangible assets acquired as a result of the Biomet merger.

R&D expenses and R&D as a percentage of sales increased in the three month period ended March 31, 2016 compared to the same prior year period. The primary driver of the increased expense was the Biomet merger. The combination of our R&D functions subsequent to the merger will allow us to allocate a greater portion of the combined R&D spending towards innovations to address unmet needs and create new-market adjacencies. We expect R&D spending in 2016 to be between 4.5 and 5.0 percent of sales.

SG&A expenses and SG&A as a percentage of sales increased in the three month period ended March 31, 2016 when compared to the same prior year period. The primary driver of the increased expense was the Biomet merger. We expect that SG&A as a percentage of sales will continue to be higher than prior to the Biomet merger until we can more fully realize synergy benefits of the merger.

“Special items” expenses increased in dollars, but decreased as a percentage of sales in the three month period ended March 31, 2016 compared to the same prior year period. The increase in dollars was primarily due to Biomet merger-related expenses for consulting and other professional fees, personnel who are working on the integration, and contract terminations due to the merger. See Note 2 to the interim condensed consolidated financial statements included in Part I, Item 1 of this report for more information regarding “Special items” charges.

Other Expense, Net, Interest Income, Interest Expense and Income Taxes

In 2016, other expense, net, is primarily related to remeasuring monetary assets and liabilities denominated in a foreign currency other than an entity’s functional currency offset by foreign currency forward exchange contracts we enter into to mitigate any gain or loss. In 2015, in addition to the foreign currency-related expense, other expense, net, included costs that we recognized for the bridge credit agreement that we entered into in May 2014 in connection with the Biomet merger.

Net interest expense increased in the three month period ended March 31, 2016, compared to the same prior year period, due to the issuance of Merger Notes in March 2015 in anticipation of the Biomet merger.

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The effective tax rate (“ETR”) on earnings before income taxes for the three month periods ended March 31, 2016 and 2015 were 31.7 percent and 24.5 percent, respectively. The increase in the 2016 period was primarily due to earnings in certain international locations that we intend to repatriate. We anticipate that future “Special items” expense, the outcome of various federal, state and foreign audits, as well as expiration of certain statutes of limitations, could potentially impact our ETR in future quarters. Currently, we cannot reasonably estimate the impact of these items on our financial results.

Segment Operating Profit

Similar to our consolidated results, our segment operating profit has been significantly impacted by the addition of Biomet sales and expenses to these segments. In the Americas, operating profit as a percentage of sales increased in the three month period ended March 31, 2016 compared to the same prior year period due to synergies from the Biomet merger and a two year moratorium on the U.S. medical device excise tax. Under the applicable accounting rules that we apply to the U.S. medical device excise tax, we still have a portion of the tax paid prior to the moratorium included in the cost of inventory and we will continue to recognize expense, albeit at a lower level than in 2015, related to the tax through the fourth quarter of 2016. We intend to invest the savings from the medical device excise tax moratorium into our business in areas such as R&D, sales force specialization and medical training and education.

In the EMEA operating segment, operating profit as a percentage of sales declined in the three month period ended March 31, 2016 compared to the same prior year period due to the increased expenses related to the Biomet merger and a reduced impact of hedge gains. In EMEA, even though our integration plans are on schedule, it will take longer to realize the full synergies of the merger compared to other segments due to complexities of the various countries in which we operate.

In the Asia Pacific segment, operating profit as a percentage of sales declined in the three month period ended March 31, 2016 compared to the same prior year period due to the increased expenses related to the Biomet merger, higher excess and obsolete inventory charges and a reduced impact of hedge gains.

Non-GAAP Operating Performance Measures

We use financial measures that differ from financial measures determined in accordance with GAAP to evaluate our operating performance. These non-GAAP financial measures exclude the impact of inventory step-up, certain inventory and manufacturing related charges connected to quality enhancement and remediation efforts, intangible asset amortization, “Special items,” other expenses related to financing obtained for the Biomet merger, the interest expense incurred on Merger Notes during the period prior to the consummation of the Biomet merger and any related effects on our income tax provision associated with these items. We use this information internally and believe it is helpful to investors because it provides useful period-to-period comparisons of our ongoing operating results, it helps to perform trend analysis and to better identify operating trends that may otherwise be masked or distorted by these types of items, and it provides additional transparency of certain items. Certain of these non-GAAP financial measures are used as metrics for our incentive compensation programs.

Our non-GAAP adjusted net earnings used for internal management purposes for the three month period ended March 31, 2016 were $404.3 million compared to $266.9 million in the same prior year period. Our non-GAAP adjusted diluted earnings per share for the three month period ended March 31, 2016 were $2.00 compared to $1.54 in the same prior year period.

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The following are reconciliations from our GAAP net earnings and diluted earnings per share to our non-GAAP adjusted net earnings and non-GAAP adjusted diluted earnings per share used for internal management purposes (in millions):

	Three Months Ended March 31,
	2016			2015
Net Earnings of Zimmer Biomet Holdings, Inc.	$	105.9		$	171.4
Inventory step-up and other inventory and manufacturing related charges		172.9			3.9
Intangible asset amortization		126.6			20.4
Special items
Biomet-merger related		84.5			25.8
Other special items		9.6			61.0
Biomet merger-related expenses in other expense		—			19.5
Interest expense on Biomet merger financing		—			8.5
Taxes on above items and other certain tax adjustments*		(95.2	)		(43.6	)
Adjusted Net Earnings	$	404.3		$	266.9

* The tax effect is calculated based upon the statutory rates for the jurisdictions where the items were incurred.

	Three Months Ended March 31,
	2016			2015
Diluted EPS	$	0.52		$	0.99
Inventory step-up and other inventory and manufacturing related charges		0.86			0.02
Intangible asset amortization		0.63			0.12
Special items
Biomet-merger related		0.42			0.15
Other special items		0.05			0.35
Biomet merger-related expenses in other expense		—			0.11
Interest expense on Biomet merger financing		—			0.05
Taxes on above items and other certain tax adjustments*		(0.48	)		(0.25	)
Adjusted Diluted EPS	$	2.00		$	1.54

* The tax effect is calculated based upon the statutory rates for the jurisdictions where the items were incurred.

Liquidity and Capital Resources

Cash flows provided by operating activities were $265.2 million in the three month period ended March 31, 2016, compared to $91.5 million in the same prior year period. The increased cash flows provided by operating activities in the 2016 period were primarily due to a $97.6 million loss on our forward starting interest rate swaps we settled in March 2015, lower inventory investments in 2016 compared to 2015 and increased cash flows from the Biomet merger.

Cash flows provided by investing activities were $95.8 million in the three month period ended March 31, 2016 compared to $67.9 million in the same prior year period. Instrument additions increased due to the Biomet merger as we continue to invest in the combined company product portfolio. Property, plant and equipment investments decreased on a year-over-year basis for the quarter, but we expect annual spending in 2016 will be higher than 2015 as we rationalize facilities and IT systems and optimize our manufacturing and logistics network. Purchases of investments in debt maturities have declined because as investments matured we used the cash to pay off debt and repurchase shares of our common stock.

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Cash flows used in financing activities were $825.3 million in the three month period ended March 31, 2016, compared to cash inflows of $7,568.6 million in the same prior year period. We issued the Merger Notes in the 2015 period in anticipation of the Biomet merger, which resulted in proceeds and related debt issuance costs. In the three month period ended March 31, 2016, we paid off a portion of the debt incurred for the Biomet merger and repurchased shares of our common stock.

In February 2016, our Board of Directors declared a cash dividend of $0.24 per share, which was an increase of 9.1 percent over the cash dividend declared in the same prior year period. We expect to continue paying cash dividends on a quarterly basis; however, future dividends are subject to approval of the Board of Directors and may be adjusted as business needs or market conditions change. As further discussed below, our debt facilities restrict the payment of dividends in certain circumstances.

In February 2016, our Board of Directors authorized a new $1.0 billion share repurchase program effective March 1, 2016, with no expiration date. The previous program expired on February 29, 2016. As of March 31, 2016, all $1.0 billion remained authorized.

We will continue to exercise disciplined capital allocation designed to drive stockholder value creation. We intend to use available cash for reinvestment in the business, debt repayment, dividends and opportunistic share repurchases. If the right opportunities arise, we may also use available cash to pursue business development opportunities.

In order to achieve operational synergies, we expect cash outlays related to our integration plans to be approximately $290 million in 2016. These cash outlays are necessary to achieve our integration goals of net annual pre-tax operating profit synergies of $350.0 million by the end of the third year post-Closing Date.

As discussed in Note 12 to our interim condensed consolidated financial statements included in Part I, Item 1 of this report, the IRS has issued proposed adjustments for years 2006 through 2009 reallocating profits between certain of our U.S. and foreign subsidiaries. We have disputed these proposed adjustments and continue to pursue resolution with the IRS. Although the ultimate timing for resolution of the disputed tax issues is uncertain, future payments may be significant to our operating cash flows.

Also as discussed in Note 16 to our interim condensed consolidated financial statements included in Part I, Item 1 of this report, as of March 31, 2016, a short-term liability of $50.0 million and long-term liability of $259.2 million related to Durom Cup product liability claims were recorded on our condensed consolidated balance sheet. We expect to continue paying these claims over the next few years. We expect to be reimbursed a portion of these payments for product liability claims from insurance carriers. As of March 31, 2016, we have received a portion of the insurance proceeds we estimate we will recover. We have a long-term receivable of $95.3 million remaining for future expected reimbursements from our insurance carriers. As of March 31, 2016, we also had a short-term liability of $25.8 million related to Biomet metal-on-metal hip implant claims.

At March 31, 2016, we had ten tranches of senior notes outstanding as follows (dollars in millions):

Principal		Interest Rate			Maturity Date
$	500.0		1.450	%	April 1, 2017
	1,150.0		2.000		April 1, 2018
	500.0		4.625		November 30, 2019
	1,500.0		2.700		April 1, 2020
	300.0		3.375		November 30, 2021
	750.0		3.150		April 1, 2022
	2,000.0		3.550		April 1, 2025
	500.0		4.250		August 15, 2035
	500.0		5.750		November 30, 2039
	1,250.0		4.450		August 15, 2045

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We may, at our option, redeem our senior notes, in whole or in part, at any time upon payment of the principal, any applicable make-whole premium, and accrued and unpaid interest to the date of redemption. In addition, the Merger Notes and the 3.375% Senior Notes due 2021 may be redeemed at our option without any make-whole premium at specified dates ranging from one month to six months in advance of the scheduled maturity date.

We have a $4.35 billion Credit Agreement that contains: (i) a 5-year unsecured U.S. Term Loan Facility in the principal amount of $3.0 billion, and (ii) a 5-year unsecured Multicurrency Revolving Facility in the principal amount of $1.35 billion. The Multicurrency Revolving Facility will mature in May 2019, with two one-year extensions available at our option. Borrowings under the Multicurrency Revolving Facility may be used for general corporate purposes. There were no borrowings outstanding under the Multicurrency Revolving Facility as of March 31, 2016. On June 24, 2015, we borrowed the full $3.0 billion available under the U.S. Term Loan Facility. The U.S. Term Loan Facility will mature in June 2020, with principal payments due beginning September 30, 2015, as follows: $75.0 million on a quarterly basis during the first three years, $112.5 million on a quarterly basis during the fourth year, and $412.5 million on a quarterly basis during the fifth year. We have paid $900.0 million in principal under the U.S. Term Loan Facility, resulting in $2.1 billion in outstanding borrowings as of March 31, 2016.

We and certain of our wholly owned foreign subsidiaries are the borrowers under the Credit Agreement. Borrowings under the Credit Agreement bear interest at floating rates based upon indices determined by the currency of the borrowings plus an applicable margin determined by reference to our senior unsecured long-term credit rating, or at an alternate base rate, or, in the case of borrowings under the Multicurrency Revolving Facility only, at a fixed rate determined through a competitive bid process. The Credit Agreement contains customary affirmative and negative covenants and events of default for an unsecured financing arrangement, including, among other things, limitations on consolidations, mergers and sales of assets. Financial covenants include a consolidated indebtedness to consolidated EBITDA ratio of no greater than 5.0 to 1.0 through June 24, 2016 and no greater than 4.5 to 1.0 thereafter. If our credit rating falls below investment grade, additional restrictions would result, including restrictions on investments and payment of dividends. We were in compliance with all covenants under the Credit Agreement as of March 31, 2016.

Commitments under the Credit Agreement are subject to certain fees. On the Multicurrency Revolving Facility, we pay a facility fee at a rate determined by reference to our senior unsecured long-term credit rating.

We have a Japan Term Loan agreement with one of the lenders under the Credit Agreement that will mature on May 31, 2018, under which, 11.7 billion Japanese Yen was outstanding as of March 31, 2016. Borrowings under the Japan Term Loan bear interest at a fixed rate of 0.61 percent per annum until maturity.

We also have other available uncommitted credit facilities totaling $39.5 million as of March 31, 2016.

We place our cash and cash equivalents in highly-rated financial institutions and limit the amount of credit exposure to any one entity. We invest only in high-quality financial instruments in accordance with our internal investment policy.

As of March 31, 2016, we had short-term and long-term investments in debt securities with a fair value of $49.9 million. These investments are in debt securities of many different issuers and, therefore, we believe we have no significant concentration of risk with a single issuer. All of these debt securities remain highly rated and we believe the risk of default by the issuers is low.

As of March 31, 2016, $764.2 million of our cash and cash equivalents and short-term and long-term investments were held in jurisdictions outside of the U.S. Of this amount, $408.3 million is denominated in U.S. Dollars and, therefore, bears no foreign currency translation risk. The balance of these assets is denominated in currencies of the various countries where we operate.

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In light of our commitments under various credit facilities, as well as our expectation for continued business development, we have plans to repatriate a significant portion of our offshore earnings to the U.S. In particular, as a result of the Biomet merger, we have unremitted foreign earnings of $4,575.4 million which we plan to repatriate to the U.S. in future periods. We have estimated a long-term liability of $1,552.4 million for the estimated tax impact of this repatriation.

Our concentrations of credit risks with respect to trade accounts receivable is limited due to the large number of customers and their dispersion across a number of geographic areas and by frequent monitoring of the creditworthiness of the customers to whom credit is granted in the normal course of business. Substantially all of our trade receivables are concentrated in the public and private hospital and healthcare industry in the U.S. and internationally or with distributors or dealers who operate in international markets and, accordingly, are exposed to their respective business, economic and country-specific variables.

Our ability to collect accounts receivable in some countries depends in part upon the financial stability of the hospital and healthcare sectors and the respective countries’ national economic and healthcare systems. Most notably, in Europe healthcare is typically sponsored by the government. Since we sell products to public hospitals in those countries, we are indirectly exposed to government budget constraints. The ongoing financial uncertainties in the Euro zone impact the indirect credit exposure we have to those governments through their public hospitals. As of March 31, 2016, in Greece, Italy, Portugal and Spain, countries that have been widely recognized as presenting the highest risk, our gross short-term and long-term trade accounts receivable combined were $258.0 million. With allowances for doubtful accounts of $19.4 million recorded in those countries, the net balance was $238.6 million, representing 16 percent of our total consolidated short-term and long-term trade accounts receivable balance, net. Italy and Spain accounted for $210.5 million of that net amount. We are actively monitoring the situations in these countries. We maintain contact with customers in these countries on a regular basis. We believe our allowance for doubtful accounts is adequate in these countries, as ultimately we believe the governments in these countries will be able to pay. To the extent the respective governments’ ability to fund their public hospital programs deteriorates, we may have to record significant bad debt expenses in the future.

Management believes that cash flows from operations and available borrowings under the Multicurrency Revolving Facility are sufficient to meet our working capital, capital expenditure and debt service needs, as well as return cash to stockholders in the form of dividends and share repurchases. Should additional investment opportunities arise, we believe that our earnings, balance sheet and cash flows will allow us to obtain additional capital, if necessary.

Recent Accounting Pronouncements

In May 2014, the FASB issued ASU No. 2014-09—Revenue from Contracts with Customers (Topic 606). This ASU provides a five-step model for revenue recognition that all industries will apply to recognize revenue when a customer obtains control of a good or service. The ASU will be effective for us beginning January 1, 2018. We are in the initial phases of our adoption plans and, accordingly, we are unable to estimate any effect this may have on our revenue recognition practices.

In April 2015, the FASB issued ASU 2015-03—Simplifying the Presentation of Debt Issuance Costs. This ASU requires debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. This ASU does not affect the measurement and recognition of debt issuance costs in our statement of earnings. We adopted ASU 2015-03 during the first quarter of 2016 on a retrospective basis. Accordingly, we reclassified the debt issuance costs on our December 31, 2015 consolidated balance sheet, which decreased long-term debt by $58.9 million, other current assets by $9.2 million and other assets by $49.7 million.

In February 2016, the FASB issued ASU 2016-02—Leases. This ASU requires lessees to recognize right-of-use assets and lease liabilities on the balance sheet. This ASU will be effective for us beginning January 1, 2019.

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Early adoption is permitted. The ASU must be adopted using a modified retrospective transition approach at the beginning of the earliest comparative period in the consolidated financial statements. The ASU will mainly impact our leases in non-manufacturing locations as we own most of our manufacturing facilities. We are currently evaluating the impact this ASU will have on our consolidated financial statements.

In March 2016, the FASB issued ASU 2016-09—Improvements to Employee Share-Based Payment Accounting. This ASU simplifies several aspects of the accounting for employee share-based payments, including the accounting for employer tax withholding on share-based compensation, forfeitures and the financial statement presentation of excess tax benefits and tax deficiencies. The ASU also clarifies the statement of cash flows presentation for certain components of share-based awards. The ASU will be effective for us beginning January 1, 2017. Early adoption is permitted. We are currently assessing the impact this ASU will have on our consolidated financial statements.

There are no other recently issued accounting pronouncements that we have not yet adopted that are expected to have a material effect on our financial position, results of operations or cash flows.

Critical Accounting Estimates

Our financial results are affected by the selection and application of accounting policies and methods. There were no changes in the three month period ended March 31, 2016 to the application of critical accounting policies as described in our Annual Report on Form 10-K for the year ended December 31, 2015.

Forward-Looking Statements and Factors That May Affect Future Results

This quarterly report contains certain statements that are forward-looking statements within the meaning of federal securities laws. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. When used in this report, the words “may,” “will,” “can,” “should,” “would,” “could,” “anticipate,” “expect,” “plan,” “seek,” “believe,” “are confident that,” “predict,” “estimate,” “potential,” “project,” “target,” “forecast,” “intend,” “strategy,” “future,” “opportunity,” “assume,” “guide” and similar expressions are intended to identify forward-looking statements. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties that could cause actual results to differ materially from such forward-looking statements. These risks and uncertainties include, but are not limited to:

• the possibility that the anticipated synergies and other benefits from the Biomet merger will not be realized, or will not be realized within the expected time periods;

• the risks and uncertainties related to our ability to successfully integrate the operations, products, employees and distributors of the legacy companies;

• the effect of the potential disruption of management’s attention from ongoing business operations due to integration matters related to the Biomet merger;

• the effect of the Biomet merger on our relationships with customers, vendors and lenders and on our operating results and business generally;

• Biomet’s compliance with the terms of its Deferred Prosecution Agreement, as extended;

• the outcome of government investigations;

• competition;

• pricing pressures;

• the impact of the federal healthcare reform measures, reductions in reimbursement levels by third-party payors and cost-containment efforts of healthcare purchasing organizations;

• challenges relating to changes in and compliance with governmental laws and regulations affecting our U.S. and international businesses, including regulations of the FDA and foreign government regulators, such as more stringent requirements for regulatory clearance of our products;

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• our ability to remediate matters identified in any inspectional observations or warning letters issued by the FDA;

• the success of our quality and operational excellence initiatives;

• changes in tax obligations arising from tax reform measures or examinations by tax authorities;

• changes in general domestic and international economic conditions, including interest rate and currency exchange rate fluctuations;

• changes in general industry and market conditions, including domestic and international growth rates;

• changes in customer demand for our products and services caused by demographic changes or other factors;

• dependence on new product development, technological advances and innovation;

• product liability and intellectual property litigation losses;

• our ability to obtain and maintain adequate intellectual property protection;

• our ability to retain the independent agents and distributors who market our products;

• our dependence on a limited number of suppliers for key raw materials and outsourced activities;

• the possible disruptive effect of additional strategic acquisitions and our ability to successfully integrate acquired companies;

• our ability to form and implement alliances;

• the impact of the ongoing financial uncertainty on countries in the Euro zone on our ability to collect accounts receivable in affected countries;

• changes in prices of raw materials and products and our ability to control costs and expenses; and

• shifts in our product category sales mix or our regional sales mix away from products or geographic regions that generate higher operating margins.

Our Annual Report on Form 10-K for the year ended December 31, 2015 contains a detailed discussion of these and other important factors under the heading “Risk Factors” in Part I, Item 1A of that report. You should understand that it is not possible to predict or identify all factors that could cause actual results to differ materially from forward-looking statements. Consequently, you should not consider any list or discussion of such factors to be a complete set of all potential risks or uncertainties.

Readers of this report are cautioned not to place undue reliance on these forward-looking statements. While we believe the assumptions on which the forward-looking statements are based are reasonable, there can be no assurance that these forward-looking statements will prove to be accurate. This cautionary statement is applicable to all forward-looking statements contained in this report.

We expressly disclaim any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. You are advised, however, to consult any further disclosures we make on related subjects in our Form 10-Q, 8-K and 10-K reports and our other filings with the Securities and Exchange Commission.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

There have been no material changes from the information provided in our Annual Report on Form 10-K for the year ended December 31, 2015.

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Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended (“Exchange Act”)) that are designed to provide reasonable assurance that information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosures. Because of inherent limitations, disclosure controls and procedures, no matter how well designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of disclosure controls and procedures are met.

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of the end of the period covered by this report, our disclosure controls and procedures are effective at a reasonable assurance level.

Changes in Internal Control Over Financial Reporting

As previously reported, we completed the Biomet merger on June 24, 2015. In our Annual Report on Form 10-K for the year ended December 31, 2015, we excluded Biomet from our assessment of internal control over financial reporting. We are in the process of documenting and testing Biomet’s internal control over financial reporting and will incorporate Biomet into our assessment of internal control over financial reporting as of December 31, 2016. We have extended our oversight and monitoring processes that support internal control over financial reporting to include Biomet’s operations and we are continuing to integrate the acquired operations of Biomet. There were no other changes in our internal control over financial reporting that occurred during the quarter ended March 31, 2016 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Part II—Other Information

Item 1. Legal Proceedings

Information pertaining to legal proceedings can be found in Note 16 to the interim condensed consolidated financial statements included in Part I, Item 1 of this report and is incorporated herein by reference.

Item 1A. Risk Factors

There have been no material changes in our risk factors from those disclosed in our Annual Report on Form 10-K for the year ended December 31, 2015.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

	Total Number of Shares Purchased			Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs			Approximate Dollar Value of Shares that May Yet Be Purchased Under Plans or Programs
January 2016		1,618,000	(1)	$	102.27		1,618,000	(1)	$	284,061,871
February 2016		2,599,833	(1)(2)		96.16		2,599,833	(1)(2)		34,061,930
March 2016		—			—		—			1,000,000,000	(3)
Total		4,217,833		$	98.50		4,217,833		$	1,000,000,000

42

⁽¹⁾  Consists of repurchases made under a $1 billion share repurchase program authorized by our Board of Directors, which program expired on February 29, 2016.

⁽²⁾  All shares were repurchased in a private transaction from Barclays Capital Inc., the underwriter for certain selling stockholders in a registered offering.

⁽³⁾  As announced on February 24, 2016, our Board of Directors authorized a new $1 billion share repurchase program effective March 1, 2016. Unless earlier terminated by our Board of Directors, this program will expire when we repurchase shares having the aggregate value authorized.

Item 3. Defaults Upon Senior Securities

None

Item 4. Mine Safety Disclosures

Not applicable

Item 5. Other Information

During the three month period ended March 31, 2016, the Audit Committee of our Board of Directors approved the engagement of PricewaterhouseCoopers LLP, our independent registered public accounting firm, to perform certain non-audit services. This disclosure is made pursuant to Section 10A(i)(2) of the Exchange Act, as added by Section 202 of the Sarbanes-Oxley Act of 2002.

43

Item 6. Exhibits

The following exhibits are filed or furnished as part of this report:

10.1	Underwriting Agreement, dated as of February 4, 2016, among Zimmer Biomet Holdings, Inc., Barclays Capital Inc., and each of the selling stockholders named in Schedule II thereto (incorporated by reference to Exhibit 1.1 to the Registrant’s Current Report on Form 8-K filed February 10, 2016)
10.2*	Settlement Agreement between Zimmer Pte Ltd and Stephen Ooi Hong Liang dated February 5, 2016
10.3*	Agreement by and between Stephen Ooi Hong Liang, Zimmer Pte Ltd and Zimmer, Inc. dated February 5, 2016
31.1	Certification pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934 of the Chief Executive Officer, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934 of the Chief Financial Officer, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32	Certifications pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document

* Management contract or compensatory plan or arrangement.

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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 thereunto duly authorized.

	ZIMMER BIOMET HOLDINGS, INC.
	(Registrant)
Date: May 10, 2016	By:	/s/ Daniel P. Florin
		Daniel P. Florin
		Senior Vice President and Chief Financial Officer
Date: May 10, 2016	By:	/s/ Tony W. Collins
		Tony W. Collins
		Vice President, Corporate Controller and Chief Accounting Officer

45

EX-10.2

Exhibit 10.2

EXECUTION COPY

Dated 5 February 2016

ZIMMER PTE LTD

and

STEPHEN OOI HONG LIANG

SETTLEMENT AGREEMENT

TABLE OF CONTENTS

Contents		Page
1.	Definitions and Interpretation		1
2.	Mutual Agreement		2
3.	Payments		3
4.	Post-Termination		3
5.	Confidentiality Obligations		4
6.	Non-compete and Non-solicitation Covenants		5
7.	Release and Discharge		6
8.	Indemnity		7
9.	Entire Agreement		7
10.	Illegality and Severability		7
11.	Reasonableness		7
12.	Third Party Rights		8
13.	Governing Law		8
14.	Dispute Resolution		8
15.	General		8
16.	Counterparts		9

i

This Agreement is made on 5 February 2016 between:

(1) Zimmer Pte Ltd (Singapore UEN No. 198201948K, a company incorporated under the laws of Singapore with its registered address at 315 Alexandra Road, #03-03, Sime Darby Business Centre, Singapore 159944 (the “Company”); and

(2) Stephen Ooi Hong Liang (NRIC No.             ) of             , Singapore 127359 (the “Executive”).

Whereas:

(A) Pursuant to an employment contract dated 28 January 1986, the Executive was initially employed by the Company as its Regional Manager.

(B) The Executive has been employed as President of the Company for a period commencing 2 September 2002, and as an executive officer of the Company for a period commencing 9 December 2005. The Executive’s employment as President and executive officer of the Company ended 24 June 2015. Thereafter, the Executive has, for a period commencing 24 June 2015 been employed as Senior Executive Advisor.

(C) Pursuant to this Agreement, it is agreed that the Executive’s last day of service with the Company will be 31 December 2015 (the “Last Day of Service”).

(D) The Parties are desirous of effecting an amicable termination to the Executive’s employment on a full and final basis and in accordance with the applicable laws and regulations on the terms and conditions as set out in this Agreement.

It is hereby agreed as follows:

1. Definitions and Interpretation

1.1 Whenever the following terms appear in this Agreement, they shall have the respective meanings specified below unless the context otherwise requires:

1.1.1 “Group” means the Company, any holding company of the Company, as well as their subsidiaries, affiliates, associate and/or related corporations; and “Group Company” refers to any company within the Group.

1.1.2 “Parties” mean the Company and the Executive and “Party” means any one of them.

1.2 The headings and sub-headings of the provisions of this Agreement are to facilitate reference only and do not form a part of this Agreement, and shall not in any way affect the construction or interpretation thereof.

1.3 Unless the context otherwise requires, in this Agreement:

1.3.1 words importing the singular shall include the plural and vice versa, words denoting any gender shall include every gender, and words denoting persons shall include firms and corporations and vice versa;

1.3.2 references to any person shall be construed as a reference to such person’s successors or permitted assigns;

1

1.3.3 the terms “hereof”, “herein”, “hereby”, “hereto”, “hereunder”, “hereafter”, “hereinafter” and similar words refer to this Agreement and not any particular Clause, or any other subdivision of this Agreement;

1.3.4 references to any “person” include any natural person, corporation, judicial entity, association, statutory body, partnership, limited liability company, joint venture, trust, estate, unincorporated organisation or government, state or any political subdivision, instrumentality, agency or authority;

1.3.5 the words “include” or “including” shall be deemed to be followed by “without limitation” or “but not limited to” whether or not they are followed by such phrases or words of like import;

1.3.6 references to any statute, regulation, notification or statutory provision shall be construed as a reference to the same as it may have been, or may from time to time be, amended, modified or re-enacted;

1.3.7 except to the extent that the context requires otherwise, references to a “day”, “month” or “year” shall be construed by reference to the Gregorian calendar and if any period of time is specified from a given day, the period is to be calculated exclusive of that day, and if any time limit falls on a day which is not a working day, then that time limit is deemed to expire only on the next working day; and

1.3.8 references to any deed, agreement or document include a reference to that deed, agreement or document as amended, supplemented, substituted, novated or assigned.

1.4 References to “Clause” or any other deed, agreement or document in this Agreement shall be construed as references to the Clauses and sub-clauses of this Agreement, or such other deed, agreement or document, as may be amended, modified or supplemented from time to time, and shall include a reference to any document which amends, modifies or supplements it, or is entered into, made or given pursuant to or in accordance with its terms.

2. Mutual Agreement

2.1 Subject to the terms and conditions in this Agreement, the Company and the Executive mutually agree that the Executive’s employment will cease on the Last Day of Service.

2.2 On and from the Last Day of Service, the Executive shall not disrupt or attempt to disrupt, interfere or attempt to interfere with the Company’s business operations.

2.3 The Executive shall, save as expressly provided in this Agreement or any other agreement between the Parties, return to the Company forthwith all property of the Company. Property of the Company includes, but is not limited to, office access cards, locker keys, corporate credit cards, data storage equipment, computers, laptops, mobile phones, tablet devices, name cards and all documents, papers, memoranda, software, hardware, all computer files (and the data enclosed therein) and software, diskettes, electronic data storage devices, samples, confidential paper notes and other documents and all copies, in paper form or any other form, relating to the Company, its business or its customers.

2

3. Payments

3.1 The Executive acknowledges that the Company has, on or before the Last Day of Service, paid the Executive the following:

3.1.1 the Executive’s base salary, for the time period from 1 December 2015 to the Last Day of Service, in an amount equal to S$59,316.67;

3.1.2 all allowances (e.g. for transport, mobile phone, broadband and iPad expenses) that the Executive is entitled to receive for the time period from 1 December 2015 to the Last Day of Service in an aggregate amount equal to S$7,380.7;

3.1.3 the encashed equivalent of any accrued but unutilised annual leave as at the Last Day of Service, in an aggregate amount equal to S$58,860.39; and

3.1.4 all other amounts due to the Executive pursuant to the Executive’s employment with the Company save as expressly set out within this Agreement.

3.2 Within 7 working days of the date of this Agreement, the Company shall pay the Executive payment equivalent to the sum of twenty-four (24) months’ base salary, being, inter alia, payment in consideration of the Executive’s obligations set out in Clause 6.2 below, in an aggregate amount equal to S$1,423,600.08.

3.3 The Company shall, subject to the terms and conditions of the Zimmer Biomet Holdings, Inc. Performance Incentive Plan Communication Bonus Year 2015 (the “Incentive Plan”), pay the Executive such bonuses as the Executive may be entitled to under the Incentive Plan (if any) in accordance with the terms and conditions (including but not limited to payment date(s)) of the same. For the avoidance of doubt, the Executive shall, subject to the other terms and conditions of the Incentive Plan, be eligible for such bonuses (if any) notwithstanding that he is not employed by the Company on the date of the bonus payments.

3.4 For the avoidance of doubt, the Executive shall continue to be solely responsible for paying any and all tax (if any) on income, payment and/or benefits in connection with the Executive’s employment and/or termination of his employment with the Company.

4. Post-Termination

4.1 On and from the Last Day of Service, the Executive shall, save as expressly provided in this Agreement or any other agreement between the Parties, no longer be entitled to any and all of the Company’s benefits (including but not limited to allowances for transport, mobile phone, broadband and iPad expenses). The Executive shall also play no further part and/or exercise any power whatsoever in any capacity, including as an employee of the Company or the Group.

4.2 The Executive shall also not hold himself out as an employee, agent or representative of the Company or the Group after the Last Day of Service or any earlier date on which the employment of the Executive mutually comes to an end.

4.3 The Executive shall, if requested by the Company, cooperate fully with the Company in relation to any matter in respect of the Company, including but not limited to any investigations, handing over of his duties and responsibilities and/or any other requirements in connection with and/or arising from the Company’s business operations and/or commercial interests.

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5. Confidentiality Obligations

5.1 From the Last Day of Service, the Executive shall not communicate or disclose to any person whomsoever or otherwise make use of (and shall use his best efforts to prevent the publication or disclosure of) any Confidential Information. Confidential Information includes but is not limited to any and all of the Company’s and all other Group Companies’ trade secrets, confidential and proprietary information and all other information and data of the Company and all other Group Companies that is not generally known to the public or other third parties who could derive economic value from its use or disclosure, confidential business methods and processes, research and development information, business plans and strategies, marketing plans and strategies, information pertaining to current and prospective customers, information pertaining to distributors, pricing information, costing information, non-public financial information, personnel information, and information about current and prospective products or services, whether or not reduced to writing or other tangible medium of expression, including work product created by the Executive in rendering services for the Company and all other Group Companies.

5.2 Each Party shall treat as strictly private and confidential and not disclose, publish or use, in any way whatsoever, any information which relates to:

5.2.1 the existence, subject-matter and/or provisions of this Agreement; and

5.2.2 the negotiations relating to this Agreement and the fact that Parties have entered into this Agreement.

5.3 Clause 5.1 shall not prohibit the disclosure or use of any information if and to the extent:

5.3.1 the disclosure or use is required by law, any regulatory body or the rules or regulations of any recognised stock exchange;

5.3.2 the disclosure or use is required for the purpose of any proceedings arising out of this Agreement or any valid amendment or variation thereof;

5.3.3 the disclosure is made to professional advisors of a Party on terms that such professional advisors undertake to comply with the provisions of Clause 5.1 in respect of such information as if they were a party to this Agreement;

5.3.4 the information becomes publicly available (other than by a breach of this Agreement);

5.3.5 disclosure to relevant tax authorities for tax reasons; or

5.3.6 the other Party has given prior written approval to the disclosure or use.

Provided that prior to disclosure or use of any information pursuant to Clause 5.2.1 or 5.2.2, the Party concerned shall promptly notify the other Party of such requirement with a view to providing the other Party with the opportunity to contest such disclosure or use or otherwise to agree to the timing and content of such disclosure or use.

4

5.4 The obligations of each Party under Clause 5 shall continue into perpetuity and shall endure without limit in point of time

6. Non-compete and Non-solicitation Covenants

6.1 Over the course of his employment, particularly as executive officer and president of the Company, the Executive has obtained and/or will continue to obtain trade secrets, Confidential Information (as defined at Clause 5.1 above) and personal knowledge of and influence over customers, clients and employees of the Group.

6.2 Subject to receipt of the payment at Clause 3.2 of this Agreement the Executive, shall not for a period of twelve (12) months from the Last Day of Service:

6.2.1 directly or indirectly, within the Restricted Geographical Area, be employed by, work for, consult with, provide services to, or lend assistance to any Competing Entity in a Prohibited Capacity. The Executive may be employed by, work for, consult with, provide services to, or lend assistance to a Competing Entity provided that: (i) the Competing Entity’s business is diversified; (ii) the part of the Competing Entity’s business with which Executive will be affiliated would not, evaluated on a stand-alone basis, be a Competing Entity; (iii) the Executive’s affiliation with the Competing Entity does not involve any Competing Products; and (iv) the Executive provides the Company and/or Group Companies a written description of the Executive’s anticipated activities on behalf of the Competing Entity which includes, without limitation, an assurance satisfactory to the Company and/or Group Companies that the Executive’s affiliation with the Competing Entity does not constitute a Prohibited Capacity.

6.2.2 (i) provide, sell, or market; (ii) assist in the provision, selling, or marketing of; or (iii) attempt to provide, sell or market any Competing Products to any of the Company’s and/or Group Companies’ customers located in the Restricted Geographical Area.

6.2.3 within the Restricted Geographical Area, urge, induce or seek to induce any of the Company’s and/or Group Companies’ independent contractors, subcontractors, distributors, brokers, consultants, sales representatives, customers, vendors, suppliers or any other person or entity with whom the Company and/or Group Companies has a business relationship at the time of the Executive’s termination of employment with the Company to terminate its or their relationship with, or representation of, the Company and/or Group Companies or to cancel, withdraw, reduce, limit or in any manner modify any such person’s or entity’s business with, or representation of, the Company and/or Group Companies.

5

6.2.4 within the Restricted Geographical Area, employ, solicit for employment, or advise any other person or entity to employ or solicit for employment, any individual employed by the Company at the time of Executive’s termination of employment with the Company, or otherwise directly or indirectly induce or entice any such employee to leave his/her employment with the Company to work for, consult with, provide services to, or lend assistance to any Competing Entity.

6.3 For the purposes of this Clause 6, the following terms shall have the respective meanings specified below unless the context otherwise requires:

6.3.1 “Competing Product” means any product, process or service that is similar (or would serve as a substitute for) and competitive with any product, process or service that the Company and/or Group Companies is researching, developing, manufacturing, distributing, selling and/or providing at the time of the Executive’s termination of employment with the Company.

6.3.2 “Competing Entity” means any entity that researches, develops, manufactures, markets, distributes and/or sells one or more Competing Products, including Astra Tech Dental (part of AstraZeneca Group); DePuy Orthopaedics, Inc. and DePuy Spine Inc. (subsidiaries of Johnson & Johnson); Japan Medical Materials Corporation; Japan Medical Dynamic Marketing, Inc.; Medtronic, Inc.; Nobel Biocare Holding AG; NuVasive, Inc.; Smith & Nephew plc; Straumann Holding AG; Stryker Corporation; Synthes, Inc.; and the subsidiaries and affiliates of each of the foregoing. A Competing Entity is diversified if it operates multiple, independently operating business divisions, units, lines or segments some of which do not research, develop, manufacture, market, distribute and/or sell any Competing Products.

6.3.3 “Prohibited Capacity” means (a) any same or similar capacity to that held by Executive at any time during the Executive’s last 2 years of employment with the Company; (b) any executive or managerial capacity; or (c) any capacity in which Executive may be required, or in which it may be advantageous to a person other than the Company and/or Group Companies for the Executive to use or refer to the Executive’s knowledge of Confidential Information.

6.3.4 “Restricted Geographical Area” means Australia, China, Hong Kong, India, Japan, Korea, Malaysia, New Zealand, Singapore, Taiwan, and Thailand.

6.4 The Executive agrees that in case of breach of any of the covenants undertaken under Clause 6.2 above, he shall be obliged to pay to the Company and/or relevant Group Company, by way of liquidated damages, an amount equal to the sum of 12 months of his last drawn base salary without prejudice for any further damage and the right of the Company and/or relevant Group Company to activate any judicial remedy, also on an injunctive basis, for the enforcement of the covenant.

7. Release and Discharge

7.1 The Executive irrevocably and unconditionally, fully and forever releases, remises and discharges the Company, the Group, as well as all of their directors, officers, members, employees, shareholders, agents, servants, advisers, representatives and successors in name and/or title (collectively, the “Related Parties”) from any and all claims, actions, debts, obligations, liabilities, costs or expenses, disputes, causes of action of whatsoever kind or

6

nature which he has, had, may have had, or now or may in the future have for or by reason of any matter, cause, issue or thing whatsoever arising from and/or in connection with his employment with the Company, including but not limited to any applicable employment or retirement laws (collectively, the “Claims”).

7.2 The Executive acknowledges that he has no Claims against the Company, the Group as well as all their Related Parties and further undertakes not to institute, commence or continue any proceedings (whether legal, arbitral, administrative or otherwise) against the Company, the Group or any of their Related Parties, anywhere in the world arising from and/or in connection with his employment with the Company.

7.3 In addition to the above, the Executive further represents, warrants and undertakes to the Company that he will not, directly or indirectly, make or publish any disparaging or derogatory statements about the Company and any other Group Companies; about the Company’s and any other Group Companies’ products, processes or services; or about the Company’s and any other Group Companies’ past, present and future officers, directors, employees, attorneys and agents. Disparaging or derogatory statements include, but are not limited to, negative statements regarding Company’s business or other practices; provided, however, nothing herein shall prohibit the Executive from providing any information as may be compelled by law or legal process.

8. Indemnity

8.1 The Executive shall fully indemnify and hold harmless the Company from any and all loss, damage, costs, actions, claims, liabilities, proceedings, demands, risks, charges and/or expenses of whatsoever nature and howsoever arising, whether direct, indirect, joint, several, actual, contingent or otherwise (including legal fees on an indemnity basis), including but not limited to claims made by third parties, arising from any breach of this Agreement by the Executive.

9. Entire Agreement

This Agreement supersedes and cancels all previous deeds, agreements, warranties and undertakings whether oral or written, express or implied, given or made by the Parties, and shall constitute the entire agreement between the Parties in respect of the matters set out herein, and no further terms and conditions shall be included or implied.

10. Illegality and Severability

In case any provision in this Agreement shall be, or at any time shall become invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not in any way affect or impair any other provision of this Agreement but this Agreement shall be construed as if such invalid, illegal or unenforceable provisions had never been contained herein.

11. Reasonableness

The Executive confirms that he has been given the opportunity to review and consider this Agreement (including the opportunity to seek independent legal advice in relation to and/or in connection with all the matters provided for in this Agreement) and he agrees, having considered the terms of this Agreement as a whole, that the terms of this Agreement are fair and reasonable.

7

12. Third Party Rights

Save for all Group Companies and their directors, officers, members, employees, shareholders, agents, servants, advisers, representatives and successors in name and/or title, a person who or which is not a party to this Agreement shall not have any right under the Contracts (Rights of Third Parties) Act (Chapter 53B) to enforce any provision of this Agreement.

13. Governing Law

This Agreement shall be governed by, and construed in accordance with, the laws of Singapore.

14. Dispute Resolution

In the event of any claim or matter arising out of and/or in connection with this Agreement, including any question regarding its existence, validity, enforceability or termination, the Parties agree to submit to the exclusive jurisdiction of the Singapore courts.

15. General

15.1 Upon receiving the payments referred to in Clause 3.1 above, the Executive shall sign a statement acknowledging that the said sums have been paid to him and that no sum, save for the amounts due and payable under Clause 3.3 (if applicable), is due or outstanding to him whatsoever thereafter under this Agreement and his employment with the Company. The Executive shall further acknowledge that the payments referred to in Clauses 3.1 and 3.2 above represent the full and final settlement of all and any Claims or rights of action that he has or may have against the Company or the Group relating to his employment and termination thereof, and any other matter including any statutory claims that he has or may have save for the amounts due and payable under Clause 3.3 (if applicable).

15.2 Notwithstanding the foregoing, equity awards granted to the Executive prior to the Completion Date shall continue to be governed by the terms and conditions of those awards including the payment by the Company of any amounts properly owing to the Executive. In this regard, the Executive was awarded a certain number of restricted stock units (“RSUs”) during his employment which, depending on, inter alia, the Executive’s compliance with the terms and conditions, his performance up to the Last Day of Service and the discretion of the Compensation and Management Development Committee of the Board, may vest after the Last Day of Service. For completeness, the details of the RSUs are set out as follows:

Award Type	Vesting Date (Contingent on Performance)	Maximum Number of RSUs Which May Vest (Contingent on Performance)
Performance RSU	18 March 2016	15,325
Performance RSU	17 March 2017	12,590

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15.3 The Executive further agrees and confirms that he will not be entitled to receive any further sums from the Company or the Group following or in connection with his employment or its cessation, or on any other ground save for those specified in this Agreement.

16. Counterparts

16.1 This Agreement may be entered into in any number of counterparts and by the Parties on separate counterparts, each of which when so executed and delivered shall be an original, but all the counterparts so executed by the Parties shall together constitute one and the same instrument and shall be binding on the Parties as if they had executed this Agreement in a single document.

9

In witness whereof this Agreement has been entered into on the date stated at the beginning.

The Executive

SIGNED by

/s/ STEPHEN OOI HONG LIANG

in the presence of:

/s/ AMY ENG

Witness’ signature

Name: Amy Eng

Address:

The Company

SIGNED by

/s/ SANG UK YI

for and on behalf of

ZIMMER PTE LTD

in the presence of:

/s/ AMY ENG

Witness’ signature

Name: Amy Eng

Address:

10

EX-10.3

Exhibit 10.3

EXECUTION COPY

AGREEMENT

by and between

Mr. Stephen Ooi Hong Liang, (NRIC No.             ), a Singapore national residing at             , Singapore 127359 (hereinafter, for convenience only, “Mr. Ooi”),

on the one side, and

Zimmer Pte. Ltd.., a company incorporated in Singapore with registration number 198201948K whose registered office is at 315 Alexandra Road, #03-03, Sime Darby Business Centre, Singapore 159944 (the “Company”)

and

Zimmer, Inc., a corporation organized under the laws of the State of Delaware, USA, with its headquarters at 345 East Main Street, Warsaw, Indiana USA 46580. For purposes of this Agreement, the terms “Shareholder” and “Zimmer” mean Zimmer, Inc. and/or the ultimate parent company of Zimmer Group, Zimmer Biomet Holdings, Inc.

on the other side.

***

W h e r e a s

(a) Mr. Ooi has, for a period commencing 2 September 2002 and ending June 24, 2015, (the “Completion Date” performed activity as an executive officer and president of the Company and from Completion Date until December 31, 2015 (the “Last Day of Service”) remained as an employee of the Company in an advisory capacity to the incoming president of the Company (the “President”);

(b) in particular, Mr. Ooi has acquired a long experience in, and knowledge of, the research, development, manufacture, marketing, distribution and/or sale of orthopaedic reconstructive, spinal and trauma devices, biologics, dental implants and related surgical products of the Zimmer Group and developed in depth knowledge of and strategic relationships with customers of Zimmer and its affiliates in Asia Pacific (including Japan) (“APAC”);

(c) Mr. Ooi and the Company have entered into a Settlement Agreement dated 5 February 2016 pursuant to which Mr. Ooi’s employment relationship with the Company shall be terminated effective from the Last Day of Service; and

(d) the Company desires to secure the services and the experience of Mr. Ooi as a consultant, with the designation of senior executive advisor to the Company (“Senior Executive Advisor”) effective as of January 1, 2016, as better set forth below, and Mr. Ooi is willing to serve in that capacity.

***

All the above recitals being an integral part of this Agreement, the parties have agreed to the following:

1. Appointment as Senior Executive Advisor

1.1 Mr. Ooi accepts serving in the capacity of Senior Executive Advisor for the term indicated in Clause 6 below (the “Term”) and the Company shall appoint Mr. Ooi (and keep such appointment) as Senior Executive Advisor for the Term.

1.2 No amendment, increase or reduction in the scope of Mr. Ooi’s role and activities under this Agreement shall be valid unless it is in writing and signed by or on behalf of each of the parties. In this regard, the parties shall not unreasonably withhold their respective agreements to any such variation.

1.3 The Company reserves the right to appoint other advisors or consultants and/or delegate powers to other appointees.

2. Activities

2.1 Mr. Ooi agrees to act as Senior Executive Advisor and provide the following services (the “Services”):

A) transition executive leadership responsibilities and knowledge for Zimmer’s APAC region to the President or other employees designated by the President;

B) support and facilitate integration activities of Zimmer’s APAC region;

C) facilitate ongoing leadership and knowledge transfer with respect to key activities;

D) provide ongoing leadership and knowledge transfer with respect to surgeon-customer relationships whenever needed;

E) assist with the identification and support of strategic needs of Zimmer’s APAC organization and businesses;

F) assist and support various special strategic projects as identified and assigned from time to time by the President;

G) assist Zimmer’s APAC entities at any trade organization as requested;

H) perform such consultancy assignments as the President shall assign; and

I) perform any other activities as the President shall deem necessary during the Term:

2

(i) to ensure the smooth and successful transition of the knowledge, experience and expertise of Mr. Ooi to the President; and

(ii) to facilitate and protect the continuing growth and development of the business interests and opportunities of the Company and Zimmer’s Group companies in APAC.

2.2 Mr. Ooi will devote whatever time, attention and skill is needed to perform the Services properly unless prevented from doing so by ill health or injury. It is expected that Mr. Ooi will make his Services available when required by the Company and will commit no less than 80 per cent of a calendar year (on the basis of a 40-hour work week) for the performance of the Services if required.

2.3 The parties acknowledge that the Services shall be provided within the territory of APAC, unless otherwise agreed in relation to special projects.

2.4 For the Term of this appointment Mr. Ooi will provide progress reports on the Services to the President.

3. Service Fees

3.1 The Company shall pay Mr. Ooi for providing the Services, a gross monthly amount of S$59,316.67, to be paid by the Company to Mr. Ooi on the 25^th day of each calendar month, for the duration of the Term (the “Service Fees”). For the avoidance of doubt and without prejudice to the foregoing, the first monthly instalment of the Service Fees shall be paid within 7 working days of the date of this Agreement.

3.2 For the purposes of providing the Services, Mr. Ooi will be provided with office space, if necessary, and car parking space. The Company shall reimburse Mr. Ooi for all out of pocket and other expenses reasonably and properly incurred by him in the provision of the Services, including but not limited to, expenses related to local travel, internet and mobile phone subscription, by way of an aggregate lump sum equal to a gross amount of S$87,600 to be paid by the Company to Mr. Ooi in twelve (12) monthly instalments on the 25^th day of each calendar month, each equal to a gross amount of S$7,300.

3.3 Notwithstanding Clause 3.2, the Company shall reimburse to Mr. Ooi all reasonable and necessary overseas travel and related expenses (including but not limited to flights, ground transportation, accommodation and meals) properly incurred in connection with the performance of the Services, upon the following conditions:

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(A) Mr. Ooi has obtained the prior written consent of the Company in respect of any such travel;

(B) the Company or its appointed travel agent will make the flight and accommodation arrangements;

(B) business class travel is permitted for (i) flights above five (5) hours per sector and (ii) flights to/from Singapore and the following countries: Japan, Korea, China, India, and Taiwan;

(C) expenses for meals when dining alone during overseas travel in connection the provision of the Services, shall be subject to the following limits, which may be amended from time to time by the Company: US$25 for breakfast, US$40 for lunch and US$75 for dinner;

(D) expenses for meals when, as directed by the President, dining with Zimmer Group employees and/or other individuals (whether during such overseas travel or in Singapore) in connection the provision of the Services, shall be subject to the following limits per person, which may be amended from time to time by the Company: US$25 for breakfast, US$40 for lunch and US$75 for dinner; and

(E) expenses for meals when dining with healthcare professionals (whether during such overseas travel or in Singapore) related to a business purpose and in connection with the provision of the Services are, subject to the prescribed meal limits, reimbursable. The meal limits applicable, which may be amended from time to time, will be provided to Mr. Ooi.

3.4 In order to obtain reimbursement under Clause 3.3, Mr. Ooi shall provide itemized receipts for the expenses he submits to the Company for reimbursement. Any exception to this requirement will need to be approved by the President.

3.5 Mr. Ooi agrees and understands that, as an independent contractor, he shall not be entitled to participate in any compensation, benefit and/or equity programs of any Zimmer Group company, unless otherwise provided under the terms of this Agreement. Notwithstanding the foregoing sentence, equity awards granted to Mr. Ooi prior to the Completion Date shall continue to be governed by the terms and conditions of those awards.

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3.6 Mr. Ooi shall be responsible for payment of all Singapore income taxes on the Service Fees payable under this Agreement as well as other benefits and allowances relating to his appointment as Senior Executive Advisor.

3.7 For the avoidance of doubt, as Mr. Ooi is not an employee, he will not be entitled to receive from the Company any sick pay, holiday, or other employee benefits. Notwithstanding this, the Company, out of goodwill, shall provide Mr. Ooi and his spouse with medical insurance (Integrated Shield Insurance) for the duration of the Term.

4. Ownership of Work

4.1 All business and technical data and information, including trade secrets, all intellectual property rights, all inventions, discoveries, methods, designs, know-how, chemical formulas, programs and/or services, whether or not patentable, and all works of authorship (including illustrations, writings, mask works, software and computer programs), created or conceived by Mr. Ooi (alone or in conjunction with others) during the Term and related to the existing or contemplated business or research of the Company or of any of the Zimmer Group companies (including the Shareholder) (“Work”) shall exclusively belong to the Company and/or, as the case may be, to any appropriate Zimmer Group company. Mr. Ooi agrees that by operation of law and/or the effect of this Agreement, Mr. Ooi does not have any rights, title or interest in any Works. Notwithstanding, Mr. Ooi may, at the Company’s or Zimmer’s discretion be recognised as the inventor of any Work without retaining any other rights associated therewith.

4.2 Mr. Ooi shall promptly disclose to the Company and/or the Shareholder, in writing, all such Works and, to the maximum extent permitted by applicable law, assign to the Company all of his interest in such Works and consider himself trustee for the Company in relation to all such Works. During the Term and thereafter, Mr. Ooi shall cooperate with the Company, without any compensation in addition to that agreed upon under Clause 3, in order to grant only to the Company (or to a nominee appointed by the Company) any and all rights, title and interests (including any registration rights) in such Works and shall execute any papers and do any acts which the Company and/or the Shareholder may consider necessary to secure any and all rights relating to such Works, including all patents and copyrights in any country, to perfect and enforce any of the Company’s proprietary rights or give the Company or its nominee the full benefit of the provisions of this Agreement.

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4.3 Mr. Ooi will not disclose or make use of any Work without the Company’s prior written consent except to comply with this Clause 4 or to perform the activities in Clause 2.

4.4 Unless otherwise prohibited by applicable mandatory laws, Mr. Ooi irrevocably waives any moral rights Mr. Ooi may have under the Singapore Copyright Act, Chapter 63 (including those rights set out or referred to under Part IX therein) or similar legislation in any jurisdiction and any other moral rights to which Mr. Ooi is or may be entitled to under any legislation now existing or in future enacted in any part of the world. Rights and obligations under this Clause 4 will continue in force after the termination of this Agreement in respect of Works made during this Agreement and will be binding on Mr. Ooi’s personal representatives.

4.5 Mr. Ooi will not do or fail to do any act which would or might prejudice the rights of the Company under this Clause 4.

5. Confidentiality Obligations

5.1 Mr. Ooi shall not, either during the Term or at any time after the termination thereof, for any purpose other than for the exclusive benefit of the Company and/or the Shareholder and/or a Zimmer Group company, communicate or disclose to any person whomsoever or otherwise make use of (and shall use his best efforts to prevent the publication or disclosure of) any Confidential Information. Confidential Information includes but is not limited to, any and all of the Company’s and all other Zimmer Group companies’ trade secrets, confidential and proprietary information and all other information and data of the Company and all other Zimmer Group companies that is not generally known to the public or other third parties who could derive economic value from its use or disclosure, confidential business methods and processes, research and development information, business plans and strategies, marketing plans and strategies, information pertaining to current and prospective customers, information pertaining to distributors, pricing information, costing information, non-public financial information, personnel information, and information about current and prospective products or services, whether or not reduced to writing or other tangible medium of expression, including work poduct created by Mr. Ooi in rendering services for the Company and all other Zimmer Group Companies.

5.2 Mr. Ooi agrees to keep as the Company’s property and to treat as Confidential Information all memoranda, books, papers, letters, and all other data in any way relating to the business and affairs of the Company or a Zimmer Group company, and all copies thereof and therefrom,

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whether made by Mr. Ooi or otherwise coming into Mr. Ooi’s possession or control. Mr. Ooi shall immediately surrender such materials to the Company or to the Shareholder on the termination of this Agreement irrespective of the grounds therefore, or upon Company’s and/or the Shareholder’s first demand.

5.3 “Group” or “Group company” for the purposes of this Agreement shall mean the company or group of companies that (i) directly or indirectly control the Company and/or the Shareholder, (ii) are controlled, directly or indirectly, by the Company and/or the Shareholder or (iii) are controlled by the same company or group of companies that, directly or indirectly, control the Company and/or the Shareholder.

5.4 The word “control” (including its correlative meanings, “controlled by”, “controlling” and “under common control with”) shall mean, with respect to a corporation, the right to exercise, directly or indirectly, more than 50 percent. of the voting rights attributable to the shares of the controlled corporation and, with respect to any person other than a corporation, the possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of such person.

6. Term

6.1 This Agreement shall be effective between the parties starting as of January 1, 2016 and terminating as of December 31, 2016, unless sooner terminated in accordance with the terms set out herein.

6.2 This Agreement shall be renewable for such further periods and on such terms as may be mutually agreed upon in writing by the parties to the same. Should the Company desire to renew the Agreement after the Term, it shall endeavour to inform Mr Ooi of its intention (subject to the terms of renewal being mutually agreed upon) no less than three months prior to the expiry of the Term. For the avoidance of doubt, any such notice of intention shall not be binding and shall be subject to the parties’ mutual written agreement.

6.3 Upon the termination of this Agreement howsoever arising, Mr. Ooi shall immediately resign as Senior Executive Advisor of the Company and from all other positions (if any) held with a Zimmer Group company and forthwith deliver to the Company all Confidential Information including price lists, lists of customers, correspondence, documents incorporating any Confidential Information and all other correspondence, books, papers, materials and/or all

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other property of the Company and/or of the Shareholder or of any Zimmer Group company which may have been prepared by Mr. Ooi or have come into his possession in the course of his performance hereunder or are under his power or control and he shall not retain any copies thereof.

7. Exclusivity

7.1 Mr. Ooi will, in the course of his performance hereunder, obtain knowledge of Confidential Information (as defined under Clause 5.1), regarding the business of the Company (as described below) and of other Zimmer Group companies with which he may have relations. Mr. Ooi will be also be dealing with the Company’s and Zimmer Group companies’ customers, contacts and employees and will have personal knowledge of and influence over the same. Accordingly, in consideration of the receipt of the Service Fees, Mr. Ooi hereby agrees that he will not, for the entire period during which he will perform his Services under this Agreement, be employed under, or in any manner take part in or lend his name, counsel or assistance to any person in any capacity whatsoever for any purpose which would or could reasonably expected to be competitive with the business(es) of any Zimmer Group company (including without limitation, any business and/or any ancillary services and any other trade or business regarding the research, development, manufacture, marketing, distribution or sale of orthopaedic reconstructive products, spinal devices, trauma devices, biologics, dental implants, or related surgical products or services, including any new product formulation, product modification, and/or product improvement (a) that resembles or competes with a device, product, or process which the Company and/or the Shareholder or any Zimmer Group company researched, manufactured, marketed, distributed or sold during the duration of this Agreement and/or (b) with which Mr. Ooi worked in the course of this Agreement or about which Mr. Ooi obtained Confidential Information in the course of this Agreement, as well as any other product, plan, business strategy and/or development process that Mr. Ooi learns of during the term of this Agreement).

7.2 The covenants under Clause 7.1 above shall be applicable to Australia, China, Hong Kong, India, Japan, Korea, Malaysia, New Zealand, Singapore, Taiwan and Thailand.

7.3 In the event that any of the restrictions under this Clause 7 is held void or not capable of producing consequences, but would be valid and/or would produce consequences if part of the wording thereof were deleted, such restriction shall apply with such deletion and/or limiting its scope, as it may be necessary to make it valid and effective.

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7.4 Mr. Ooi agrees that in case of breach, during the Term, of any of the covenants undertaken under Clause 7.1 above in any of the territories named in Clause 7.2 above, he shall be obliged to pay to the Shareholder, by way of liquidated damages, an amount equal to the sum of the total fee payable to Mr. Ooi over the Term pursuant to Clause 3.1, without prejudice for any further damage and the right of the Shareholder and/or the Company to activate any judicial remedy, also on an injunctive basis, for the enforcement of the covenant

8. Survival of Provisions

8.1 The obligations of Mr. Ooi pursuant to Clauses 4, 5 and 15 of this Agreement shall survive the termination or expiry of this Agreement.

9. Exclusion of Employment, Agency Relationship.

9.1 This Agreement does not create either an employment, or an agency or other such direct relationship between the Company, the Shareholder and Mr. Ooi, since the common intent of the parties is that, by means of the mutual obligations and covenants undertaken herewith, they are willing to govern the relationship between Mr. Ooi and the Company, as expressly set forth in the preamble to this Agreement. Mr. Ooi will not, at any time, hold himself out as having any employment, agency or other such direct relationship with the Company and/or the Shareholder.

9.2 The parties to this Agreement expressly exclude that the performance of the Services described in this Agreement by Mr. Ooi in favor of the Company may establish either an employment relationship or a commercial agency agreement between the Company and Mr. Ooi.

9.3 Save for any act or omission at the direction and with the approval of the President, the Company will not be liable for any of Mr. Ooi’s acts or omissions and Mr. Ooi will indemnify the Company and keep it indemnified against all costs, claims, expenses and liabilities whatsoever and howsoever incurred resulting from or arising out of any such acts or omissions.

9.4 Mr. Ooi further undertakes to indemnify and hold harmless the Company or any other Zimmer Group company against any applicable taxes whether direct or indirect (including social security contributions and any other payroll taxes), whenever and wherever imposed (and whether

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imposed by way of a withholding or deduction for or on account of tax or otherwise) on the Company or any other Zimmer Group company arising from or in connection with this Agreement and/or Mr. Ooi’s engagement as Senior Executive Advisor hereunder and in respect of any person and all penalties, charges, costs and interest relating thereto.

10. Notices

10.1 Unless otherwise expressly required, any and all notices or any other communications regarding this Agreement shall be in writing and shall be given by registered mail, return receipt requested, and addressed to the address specified for each party hereto at the beginning of this Agreement or to such other address as any party hereto shall have designated by written notice to the other in the manner specified above. Each party shall also be entitled to give notices by such other means that the party giving such notice obtains documented evidence of receipt of the notice itself.

11. Headings

11.1 The descriptive words or phrases at the head of the various articles hereof are inserted only as a convenience and for reference and in no way are intended to be a part of this Agreement, or in any way define, limit or describe the scope or intent of the particular article to which they refer.

12. Irrevocable Rights in Favor of the Company

12.1 All the provisions of this Agreement purporting to grant rights and/or otherwise made in favor of the Company and/or the Shareholder, are irrevocable by Mr. Ooi; the Company may directly exercise those rights and/or otherwise take advantage of such provisions.

13. Conduct Provisions of the Company and Compliance with FCPA

13.1 Mr. Ooi acknowledges that the Company, the Shareholder and the other companies of Zimmer Group, adopted and shall adopt provisions of business ethics with the purpose of regulating the conduct of their own employees, non-employed collaborators, members of boards of directors, providers of works or services and business partners.

13.2 Mr. Ooi undertakes to fully comply with all business ethics conduct provisions from time to time adopted by the Company and, generally, by the companies of Zimmer Group (including any future amendments, new provisions, related or replacing provisions).

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13.3 Mr. Ooi shall comply with, and will not cause Shareholder and its subsidiaries, affiliates, associates, directors, officers, employees, representatives or agents worldwide to be in violation of the United States Foreign Corrupt Practices Act (the “FCPA”) and all relevant regulations prohibiting bribery. Without limiting the foregoing, Mr. Ooi will not, directly or indirectly, pay any money to, or offer or give anything of value to, any “government official” as that term is used in the FCPA and any other applicable regulation, in order to obtain or retain business or to secure any commercial or financial advantage for Shareholder or any Zimmer Group companies or for himself.

13.4 Should Mr. Ooi be in breach of one or more of the conduct provisions under Clause 13 during the Term or should evidence arise of such a breach committed during his time as an employee of the Company, the Shareholder shall be entitled to terminate this Agreement and in that event this covenant shall be deemed an express termination clause and termination shall be exclusively attributable to Mr. Ooi’s breach.

13.5 Mr. Ooi undertakes to indemnify and hold harmless the Company and/or the Shareholder from any further liabilities, costs or expenses that may derive to the Company and/or the Shareholder in case the circumstances under Clause 13 above occur and in any case (a) from any further liabilities, costs or expenses that may arise out or in connection with the default by Mr. Ooi of the obligations herein provided; and (b) from any further liabilities, costs or expenses that may arise out or in connection with actions of third parties based on said default.

13.6 Mr. Ooi commits to timely take all trainings as requested by the Company and/or the Shareholder from time to time, including, but not limited to, training related to the Zimmer Biomet Holdings, Inc. Code of Business Conduct and Ethics, healthcare compliance, global anticorruption policies and compliance with the FCPA.

14. Express Termination Clause

14.1 The Company shall be entitled to terminate this Agreement, and in that event termination shall be exclusively attributable to Mr. Ooi, in case of: (a) serious breach, by Mr. Ooi, of the legal obligations as Senior Executive Advisor of the Company (including but not limited to failure to comply with the terms of this Agreement and/or failure to discharge the duties under this Agreement efficiently, diligently and/or to the standard required by the Company); (b) serious breach, by Mr. Ooi, of the Shareholder’s corporate policies and regulations; (c) breach of Confidentiality Obligations contained in Clause 5; (d) breach of any non compete covenant

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contained in Clause 7; (e) breach of the Conduct Provisions contained in Clause 13; (f) impossibility to perform his services under this Agreement for a period exceeding three (3) calendar months due to disability, injury or sickness; or (g) Mr. Ooi’s death. In the event the Company terminates this Agreement for the reasons set out in this Clause 14.1, it shall inform Mr. Ooi of its decision to do so in writing as soon as reasonably practicable.

14.2 Mr. Ooi will have no claim for damages or any other remedy against the Company and/or the Shareholder if this Agreement is terminated for any of the reasons set out in Clause 14.1.

14.3 Mr. Ooi undertakes to indemnify and hold harmless the Company and/or the Shareholder from any further liabilities, costs or expenses that may derive to the Shareholder in case the circumstances under Clause 14.1 above occur, except for the circumstances under Clause 14.1(f) and 14.1(g) above, and in any case (a) from any further liabilities, costs or expenses that may arise out or in connection with the default by Mr. Ooi of the obligations herein provided; and (b) from any further liabilities, costs or expenses that may arise out or in connection with actions of third parties based on said default.

15. Covenant Not to Disparage

15.1 During the Term and thereafter, Mr. Ooi will not make or publish any disparaging or derogatory statements about the Company, the Shareholder and/or any Zimmer Group company; about products, processes, or services of the Company, the Shareholder and/or any Zimmer Group company; or about the past, present and future officers, directors, employees, attorneys and agents of the Company, the Shareholder and/or any Zimmer Group company. Disparaging or derogatory statements include, but are not limited to, negative statements regarding the business or other practices of the Company, the Shareholder and/or any Zimmer Group company; provided, however, nothing herein shall prohibit Mr. Ooi from providing any information as may be compelled by law or legal process.

16. Conflicts of Interest

16.1 Mr Ooi shall not, without the Company and/or Shareholder’s prior written consent, during the Term be engaged or interested either directly or indirectly in any capacity in any trade, business or occupation or in any manner take part in or lend his name, counsel or assistance to any person in any capacity whatsoever for any purpose which would or could reasonably expected to be competitive with the business(es) of the Company and/or the Shareholder. In this Clause, the expression “occupation” shall include the holding of any public or private office which in the Company and/or Shareholder’s opinion may hinder or otherwise interfere with the performance of your duties hereunder.

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16.2 During the Term, Mr. Ooi shall inform and obtain the prior approval of the President before accepting any board positions of a for-profit public or privately held organisation regardless of whether such an organisation falls under the ambit of Clause 16.1 above.

17. Assignment

17.1 This Agreement is personal to Mr. Ooi and Mr. Ooi cannot assign, delegate or sub-contract his obligations under it to anyone else.

18. Governing Law and Jurisdiction

18.1 This agreement shall be governed by and interpreted in accordance with the laws of Singapore. Each of the parties submits to the exclusive jurisdiction of the courts of Singapore as regards any claim or matter arising under this Agreement.

19. Third Party Rights

19.1 Save for all Zimmer Group companies and their directors, officers, members, employees, shareholders, agents, servants, advisers, representatives and successors in name and/or title, a person who is not a party to this agreement has no right under the Contracts (Rights of Third Parties) Act, Chapter 53B of Singapore to enforce any term of this Agreement.

20. Miscellaneous

20.1 This Agreement may only be modified by the written agreement of the parties.

20.2 This Agreement supersedes any previous written or oral agreement between the parties in relation to the matters dealt with in it. It contains the whole agreement between the parties (except for those terms implied by law which cannot be excluded by the agreement of the parties) in relation to the subject matter of this Agreement at the date of this Agreement. Mr. Ooi acknowledges that he has not been induced to enter into this Agreement by any representation, warranty or undertaking not expressly incorporated into it. Mr. Ooi agrees and acknowledges that his only rights and remedies in relation to any representation, warranty or undertaking made or given in connection with this Agreement (unless such representation, warranty or undertaking was made fraudulently) will be for breach of the terms of this Agreement, to the exclusion of all other rights and remedies (including those in tort or arising under statute).

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20.3 Neither party’s rights or powers under this Agreement will be affected if one party delays in enforcing any provision of this Agreement or one party grants time to the other party.

20.4 If either party agrees to waive his rights under a provision of this Agreement, that waiver will only be effective if it is in writing and it is signed by him. A party’s agreement to waive any breach of any term or condition of this Agreement will not be regarded as a waiver of any subsequent breach of the same term or condition or a different term or condition.

21. Counterparts

21.1. This Agreement may be entered into in any number of counterparts and by the parties on separate counterparts, each of which when so executed and delivered shall be an original, but all the counterparts so executed by the parties shall together constitute one and the same instrument and shall be binding on the parties as if they had executed this Agreement in a single document.

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Warsaw, Indiana, USA February 9, 2016

Zimmer, Inc.

By: /s/ BILL P. FISHER

Bill P. Fisher

Senior Vice President, Global Human Resources

Singapore February 9, 2016

Zimmer Pte. Ltd

By: /s/ YI SANG-UK

Yi Sang-Uk

President of the Board

Sinapore February 5, 2016

Mr. Stephen Ooi Hong Liang

/s/ STEPHEN OOI HONG LIANG

15

EX-31.1

EXHIBIT 31.1

CERTIFICATION PURSUANT TO RULE 13a-14(a)/15d-14(a) OF THE SECURITIES EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, David C. Dvorak, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Zimmer Biomet Holdings, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors:

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 10, 2016

/s/ David C. Dvorak

David C. Dvorak

President and Chief Executive Officer

EX-31.2

EXHIBIT 31.2

CERTIFICATION PURSUANT TO RULE 13a-14(a)/15d-14(a) OF THE SECURITIES EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Daniel P. Florin, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Zimmer Biomet Holdings, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors:

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 10, 2016

/s/ Daniel P. Florin

Daniel P. Florin

Senior Vice President

and Chief Financial Officer

EX-32

Exhibit 32

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Zimmer Biomet Holdings, Inc. (the “Company”) on Form 10-Q for the period ended March 31, 2016 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ David C. Dvorak

David C. Dvorak

President and Chief Executive Officer

May 10, 2016

/s/ Daniel P. Florin

Daniel P. Florin

Senior Vice President

and Chief Financial Officer

May 10, 2016

XML

Condensed Consolidated Statements of Earnings (Unaudited) - USD ($) shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Income Statement [Abstract]
Net Sales	$ 1,904.0	$ 1,134.4
Cost of products sold, excluding intangible asset amortization	635.2	284.9
Intangible asset amortization	126.6	20.4
Research and development	85.7	48.3
Selling, general and administrative	716.9	424.1
Special items (Note 2)	94.1	86.8
Operating expenses	1,658.5	864.5
Operating Profit	245.5	269.9
Other expense, net	(3.8)	(22.6)
Interest income	1.3	2.6
Interest expense	(88.2)	(23.1)
Earnings before income taxes	154.8	226.8
Provision for income taxes	49.0	55.7
Net Earnings	105.8	171.1
Less: Net loss attributable to noncontrolling interest	(0.1)	(0.3)
Net Earnings of Zimmer Biomet Holdings, Inc.	$ 105.9	$ 171.4
Earnings Per Common Share
Basic	$ 0.53	$ 1.01
Diluted	$ 0.52	$ 0.99
Weighted Average Common Shares Outstanding
Basic	200.1	170.0
Diluted	202.0	172.9
Cash Dividends Declared Per Common Share	$ 0.24	$ 0.22

XML

Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Statement of Comprehensive Income [Abstract]
Net earnings	$ 105.8	$ 171.1
Other Comprehensive Income:
Foreign currency cumulative translation adjustments	134.2	(149.9)
Unrealized cash flow hedge (losses) gains, net of tax	(44.1)	52.4
Reclassification adjustments on foreign currency hedges, net of tax	(24.4)	(21.6)
Unrealized gains on securities, net of tax	0.4	0.6
Adjustments to prior service cost and unrecognized actuarial assumptions, net of tax	20.0	3.9
Total Other Comprehensive Income (Loss)	86.1	(114.6)
Comprehensive Income	191.9	56.5
Comprehensive (loss) gain attributable to the noncontrolling interest	(0.2)	0.2
Comprehensive Income attributable to Zimmer Biomet Holdings, Inc.	$ 192.1	$ 56.3

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Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Current Assets:
Cash and cash equivalents	$ 996.8	$ 1,459.3
Short-term investments	13.4	164.6
Accounts receivable, less allowance for doubtful accounts	1,568.2	1,446.5
Inventories	2,082.9	2,254.1
Prepaid expenses and other current assets	420.7	529.2
Total Current Assets	5,082.0	5,853.7
Property, plant and equipment, net	2,039.0	2,062.6
Goodwill	10,142.9	9,934.2
Intangible assets, net	8,474.2	8,746.3
Other assets	559.2	563.8
Total Assets	26,297.3	27,160.6
Current Liabilities:
Accounts payable	252.6	284.8
Income taxes payable	165.6	147.2
Other current liabilities	1,096.4	1,185.9
Total Current Liabilities	1,514.6	1,617.9
Deferred income taxes	3,015.1	3,150.2
Other long-term liabilities	989.2	1,005.7
Long-term debt	11,117.4	11,497.4
Total Liabilities	$ 16,636.3	$ 17,271.2
Commitments and Contingencies (Note 16)
Stockholders' Equity:
Common stock, $0.01 par value, one billion shares authorized, 303.3 million shares issued in 2016 (302.7 million in 2015)	$ 3.0	$ 3.0
Paid-in capital	8,233.5	8,195.3
Retained earnings	8,407.5	8,347.7
Accumulated other comprehensive loss	(242.9)	(329.0)
Treasury stock, 104.2 million shares in 2016 (100.0 million shares in 2015)	(6,741.4)	(6,329.1)
Total Zimmer Biomet Holdings, Inc. stockholders' equity	9,659.7	9,887.9
Noncontrolling interest	1.3	1.5
Total Stockholders' Equity	9,661.0	9,889.4
Total Liabilities and Stockholders' Equity	$ 26,297.3	$ 27,160.6

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Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Mar. 31, 2016	Dec. 31, 2015
Statement of Financial Position [Abstract]
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	1,000,000,000	1,000,000,000
Common stock, shares issued	303,300,000	302,700,000
Treasury stock, shares	104,200,000	100,000,000

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Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Cash flows provided by (used in) operating activities:
Net earnings	$ 105.8	$ 171.1
Adjustments to reconcile net earnings to cash provided by operating activities:
Depreciation and amortization	246.9	89.0
Share-based compensation	12.7	12.9
Income tax benefit from stock option exercises	10.0	16.4
Excess income tax benefit from stock option exercises	(3.2)	(7.8)
Inventory step-up	153.7	0.4
Changes in operating assets and liabilities, net of effect of acquisitions:
Income taxes	(40.8)	(12.6)
Receivables	(83.4)	6.6
Inventories	38.3	(57.9)
Accounts payable and accrued expenses	(120.7)	(151.4)
Other assets and liabilities	(54.1)	24.8
Net cash provided by operating activities	265.2	91.5
Cash flows provided by (used in) investing activities:
Additions to instruments	(85.1)	(62.4)
Additions to other property, plant and equipment	(27.6)	(34.4)
Purchases of investments	(0.3)	(152.6)
Sales of investments	223.5	320.3
Investments in other assets	(14.7)	(3.0)
Net cash provided by investing activities	95.8	67.9
Cash flows provided by (used in) financing activities:
Proceeds from senior notes		7,628.2
Payments on term loan	(400.0)
Net proceeds under revolving credit facilities	0.3	0.8
Dividends paid to stockholders	(44.6)	(37.3)
Proceeds from employee stock compensation plans	31.3	27.5
Excess income tax benefit from stock option exercises	3.2	7.8
Debt issuance costs		(58.4)
Repurchase of common stock	(415.5)
Net cash (used in) provided by financing activities	(825.3)	7,568.6
Effect of exchange rates on cash and cash equivalents	1.8	(17.8)
(Decrease) increase in cash and cash equivalents	(462.5)	7,710.2
Cash and cash equivalents, beginning of year	1,459.3	1,083.3
Cash and cash equivalents, end of period	$ 996.8	$ 8,793.5

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Basis of Presentation

3 Months Ended

Mar. 31, 2016

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

1. Basis of Presentation

The financial data presented herein is unaudited and should be read in conjunction with the consolidated financial statements and accompanying notes included in the 2015 Annual Report on Form 10-K filed by Zimmer Biomet Holdings, Inc.

In our opinion, the accompanying unaudited condensed consolidated financial statements include all adjustments necessary for a fair statement of the financial position, results of operations and cash flows for the interim periods presented. The December 31, 2015 condensed consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America (“GAAP”). Results for interim periods should not be considered indicative of results for the full year.

On June 24, 2015 (the “Closing Date”), pursuant to an agreement and plan of merger dated April 24, 2014, we acquired LVB Acquisition, Inc. (“LVB”), the parent company of Biomet, Inc. (“Biomet”), and LVB and Biomet became our wholly-owned subsidiaries (sometimes hereinafter referred to as the “Biomet merger” or the “merger”). For more information on the merger, see Note 3. In connection with the merger, we changed our name from Zimmer Holdings, Inc. to Zimmer Biomet Holdings, Inc.

The words “we,” “us,” “our” and similar words and “Zimmer Biomet” refer to Zimmer Biomet Holdings, Inc. and its subsidiaries. “Zimmer Biomet Holdings” refers to the parent company only. “Zimmer” used alone refers to the business or information of us and our subsidiaries on a stand-alone basis without inclusion of the business or information of LVB or any of its subsidiaries. Unless the context indicates or requires otherwise, references to “LVB” and “Biomet” refer to LVB and its subsidiaries.

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Significant Accounting Policies

3 Months Ended

Mar. 31, 2016

Accounting Policies [Abstract]

Significant Accounting Policies

2. Significant Accounting Policies

Special Items—We recognize expenses resulting directly from our business combinations, employee termination benefits, certain research and development (“R&D”) agreements, certain contract terminations, consulting and professional fees and asset impairment or loss on disposal charges connected with global restructuring, quality and operational excellence initiatives, and other items as “Special items” in our condensed consolidated statement of earnings. “Special items” included (in millions):

	Three Months Ended March 31,
	2016		2015
Biomet-related
Consulting and professional fees	$	36.1	$	24.2
Employee termination benefits		4.1		0.4
Dedicated project personnel		21.7		1.0
Relocated facilities		7.1		—
Contract terminations		10.1		—
Information technology integration		1.4		—
Other		4.0		0.2
Other
Consulting and professional fees		6.9		39.7
Employee termination benefits		—		0.1
Dedicated project personnel		1.8		12.4
Impairment/loss on disposal of assets		—		2.3
Relocated facilities		0.2		0.5
Information technology integration		0.1		—
Contingent consideration adjustments		—		2.3
Accelerated software amortization		—		1.5
Other		0.6		2.2
Special items	$	94.1	$	86.8

After the Closing Date of the Biomet merger, we started to implement our integration plans to drive operational synergies. Part of these integration plans included termination of employees and certain contracts. Expenses attributable to the initial phase of these integration plans that were recognized in the three month period ended March 31, 2016 as part of “Special items” related to employee termination benefits and contract termination expense associated with agreements with independent agents, distributors, suppliers and lessors. Our integration plans are expected to last through 2018 and we expect to incur a total of $170 million for employee termination benefits and $130 million for contract termination expense in that time period. As of March 31, 2016, we have incurred a cumulative total of $105.1 million for employee termination benefits and $105.1 million for contract termination expense. The following table summarizes the liabilities related to these integration plans (in millions):

	Employee Termination Benefits			Contract Terminations			Total
Balance at December 31, 2015	$	46.8		$	56.0		$	102.8
Additions		4.1			10.1			14.2
Cash payments		(19.2	)		(26.1	)		(45.3	)
Foreign currency exchange rate changes		0.2			0.1			0.3
Balance at March 31, 2016	$	31.9		$	40.1		$	72.0

Recent Accounting Pronouncements—In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2014-09—Revenue from Contracts with Customers (Topic 606). This ASU provides a five-step model for revenue recognition that all industries will apply to recognize revenue when a customer obtains control of a good or service. The ASU will be effective for us beginning January 1, 2018. We are in the initial phases of our adoption plans and, accordingly, we are unable to estimate any effect this may have on our revenue recognition practices.

In April 2015, the FASB issued ASU 2015-03—Simplifying the Presentation of Debt Issuance Costs. This ASU requires debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. This ASU does not affect the measurement and recognition of debt issuance costs in our statement of earnings. We adopted ASU 2015-03 during the first quarter of 2016 on a retrospective basis. Accordingly, we reclassified the debt issuance costs on our December 31, 2015 consolidated balance sheet, which decreased long-term debt by $58.9 million, other current assets by $9.2 million and other assets by $49.7 million.

In February 2016, the FASB issued ASU 2016-02—Leases. This ASU requires lessees to recognize right-of-use assets and lease liabilities on the balance sheet. This ASU will be effective for us beginning January 1, 2019. Early adoption is permitted. The ASU must be adopted using a modified retrospective transition approach at the beginning of the earliest comparative period in the consolidated financial statements. We own most of our manufacturing facilities, but lease various office space throughout the world. We are currently evaluating the impact this ASU will have on our consolidated financial statements.

In March 2016, the FASB issued ASU 2016-09—Improvements to Employee Share-Based Payment Accounting. This ASU simplifies several aspects of the accounting for employee share-based payments, including the accounting for employer tax withholding on share-based compensation, forfeitures and the financial statement presentation of excess tax benefits and deficiencies. The ASU also clarifies the statement of cash flows presentation for certain components of share-based awards. The ASU will be effective for us beginning January 1, 2017. Early adoption is permitted. We are currently assessing the impact this ASU will have on our consolidated financial statements.

There are no other recently issued accounting pronouncements that we have not yet adopted that are expected to have a material effect on our financial position, results of operations or cash flows.

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Biomet Merger

3 Months Ended

Mar. 31, 2016

Business Combinations [Abstract]

Biomet Merger

3. Biomet Merger

On the Closing Date, we completed our merger with LVB, the parent company of Biomet. We paid $12,030.3 million in cash and stock and assumed Biomet’s senior notes. The total amount of merger consideration utilized for the acquisition method of accounting, as reduced by the merger consideration paid to holders of unvested LVB stock options and LVB stock-based awards of $90.4 million, was $11,939.9 million.

The purchase price allocation as of March 31, 2016 is preliminary. The primary tasks to be completed related to our purchase price accounting are finalizing tax accounts, including, but not limited to, the allocation of acquired intangible assets and goodwill on a jurisdictional basis, and finalizing the estimated fair values of contingent assets and liabilities. There may be differences between these preliminary estimates of fair value and the final acquisition accounting, which differences could be material. The final estimates of fair value are expected to be completed in the three month period ended June 30, 2016.

The following table summarizes our estimate of the preliminary fair values of the assets acquired and liabilities assumed at the Closing Date (in millions):

	Closing Date (as adjusted as of December 31, 2015)		Adjustments			Closing Date (as adjusted as of March 31, 2016)
Cash	$	494.8	$	—		$	494.8
Accounts receivable, net		529.0		(0.9	)		528.1
Inventory		1,245.7		(8.2	)		1,237.5
Other current assets		26.4		—			26.4
Property, plant and equipment		791.4		(8.1	)		783.3
Intangible assets not subject to amortization:
Trademarks and trade names		479.0		—			479.0
In-process research and development (IPR&D)		246.0		—			246.0
Intangible assets subject to amortization:
Technology		2,492.1		(160.0	)		2,332.1
Customer relationships		4,956.0		(10.0	)		4,946.0
Trademarks and trade names		389.0		(29.0	)		360.0
Other assets		241.1		6.5			247.6
Goodwill		7,573.9		143.3			7,717.2
Total assets acquired		19,464.4		(66.4	)		19,398.0
Current liabilities		628.1		(13.1	)		615.0
Long-term debt		2,740.0		—			2,740.0
Deferred taxes		4,097.5		(50.9	)		4,046.6
Other long-term liabilities		58.9		(2.4	)		56.5
Total liabilities assumed		7,524.5		(66.4	)		7,458.1
Net assets acquired	$	11,939.9	$	—		$	11,939.9

Adjustments to the preliminary fair values of the assets acquired and liabilities assumed during the three month period ended March 31, 2016 primarily related to refinements to intangible assets for certain less significant brands. All other adjustments were not significant. The adjustments resulted in a decrease to intangible asset amortization of $6.7 million for the three month period ended March 31, 2016, which related to the year ended December 31, 2015. There may be additional adjustments to these preliminary estimates of fair value which could be material.

The following table summarizes the changes in the carrying amount of our goodwill (in millions):

	Americas		EMEA		Asia Pacific		Product Category Operating Segments			Total
Balance at December 31, 2015
Goodwill	$	7,328.0	$	1,291.0	$	548.9	$	1,139.3		$	10,307.2
Accumulated impairment loss		—		—		—		(373.0	)		(373.0	)
		7,328.0		1,291.0		548.9		766.3			9,934.2
Biomet purchase accounting adjustments		100.7		11.1		8.4		23.1			143.3
Currency translation		35.6		18.4		8.3		3.1			65.4
Balance at March 31, 2016
Goodwill		7,464.3		1,320.5		565.6		1,165.5			10,515.9
Accumulated impairment loss		—		—		—		(373.0	)		(373.0	)
	$	7,464.3	$	1,320.5	$	565.6	$	792.5		$	10,142.9

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Inventories

3 Months Ended

Mar. 31, 2016

Inventory Disclosure [Abstract]

Inventories

4. Inventories

	March 31, 2016		December 31, 2015
	(in millions)
Finished goods	$	1,695.7	$	1,827.9
Work in progress		134.1		146.1
Raw materials		253.1		280.1
Inventories	$	2,082.9	$	2,254.1

Finished goods inventory as of March 31, 2016 and December 31, 2015 includes $139.4 million and $284.4 million, respectively, to step-up the acquired Biomet inventory to fair value.

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Property, Plant and Equipment

3 Months Ended

Mar. 31, 2016

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

5. Property, Plant and Equipment

	March 31, 2016			December 31, 2015
	(in millions)
Land	$	39.4		$	39.6
Buildings and equipment		1,782.2			1,789.3
Capitalized software costs		368.3			330.1
Instruments		2,215.8			2,160.5
Construction in progress		115.5			108.4
		4,521.2			4,427.9
Accumulated depreciation		(2,482.2	)		(2,365.3	)
Property, plant and equipment, net	$	2,039.0		$	2,062.6

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Investments

3 Months Ended

Mar. 31, 2016

Investments, Debt and Equity Securities [Abstract]

Investments

6. Investments

We invest in short and long-term investments classified as available-for-sale securities. Information regarding our investments is as follows (in millions):

	Amortized Cost		Gross Unrealized
			Gains		Losses			Fair Value
As of March 31, 2016
Corporate debt securities	$	49.9	$	0.1	$	(0.1	)	$	49.9
As of December 31, 2015
Corporate debt securities	$	245.7	$	0.1	$	(0.4	)	$	245.4
U.S. government and agency debt securities		21.6		—		(0.1	)		21.5
Commercial paper		4.2		—		—			4.2
Certificates of deposit		2.0		—		—			2.0
Total short and long-term investments	$	273.5	$	0.1	$	(0.5	)	$	273.1

The unrealized losses on our investments in corporate debt securities were caused by increases in interest yields in the global credit markets. We believe the unrealized losses associated with these securities as of March 31, 2016 are temporary because we do not intend to sell these investments, and we do not believe we will be required to sell them before recovery of their amortized cost basis.

The amortized cost and fair value of our available-for-sale fixed-maturity securities by contractual maturity are as follows (in millions):

	March 31, 2016
	Amortized Cost		Fair Value
Due in one year or less	$	13.4	$	13.4
Due after one year through two years		36.5		36.5
Total	$	49.9	$	49.9

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Other Current Liabilities

3 Months Ended

Mar. 31, 2016

Other Liabilities Disclosure [Abstract]

Other Current Liabilities

7. Other Current Liabilities

	March 31, 2016		December 31, 2015
	(in millions)
Other current liabilities:
Salaries, wages and benefits	$	190.3	$	265.9
Accrued interest		108.6		77.2
Accrued liabilities		797.5		842.8
Total other current liabilities	$	1,096.4	$	1,185.9

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Debt

3 Months Ended

Mar. 31, 2016

Debt Disclosure [Abstract]

Debt

8. Debt

Our debt consisted of the following (in millions):

	March 31, 2016			December 31, 2015
Long-term debt
1.450% Senior Notes due 2017	$	500.0		$	500.0
2.000% Senior Notes due 2018		1,150.0			1,150.0
4.625% Senior Notes due 2019		500.0			500.0
2.700% Senior Notes due 2020		1,500.0			1,500.0
3.375% Senior Notes due 2021		300.0			300.0
3.150% Senior Notes due 2022		750.0			750.0
3.550% Senior Notes due 2025		2,000.0			2,000.0
4.250% Senior Notes due 2035		500.0			500.0
5.750% Senior Notes due 2039		500.0			500.0
4.450% Senior Notes due 2045		1,250.0			1,250.0
U.S. Term Loan		2,100.0			2,500.0
Japan Term Loan		103.2			96.8
Other long-term debt		4.6			4.6
Debt discount and issuance costs		(78.0	)		(80.8	)
Adjustment related to interest rate swaps		37.6			26.8
Total long-term debt	$	11,117.4		$	11,497.4

At March 31, 2016, our total debt balance consisted of $8.95 billion aggregate principal amount of our senior notes, a $2.1 billion U.S. term loan (“U.S. Term Loan”) and an 11.7 billion Japanese Yen term loan agreement (“Japan Term Loan”) that will mature on May 31, 2018, partially reduced by other debt, debt discount and issuance costs and fair value adjustments totaling $35.8 million.

The U.S. Term Loan is part of our $4.35 billion senior credit agreement (the “Credit Agreement”) that contains: (i) a 5-year unsecured term loan facility in the principal amount of $3.0 billion (the “U.S. Term Loan Facility”), and (ii) a 5-year unsecured multicurrency revolving facility in the principal amount of $1.35 billion (the “Multicurrency Revolving Facility”). The Credit Agreement contains customary affirmative and negative covenants and events of default for an unsecured financing arrangement, including, among other things, limitations on consolidations, mergers and sales of assets. Financial covenants include a consolidated indebtedness to consolidated EBITDA ratio of no greater than 5.0 to 1.0 through June 24, 2016 and no greater than 4.5 to 1.0 thereafter. If our credit rating falls below investment grade, additional restrictions would result, including restrictions on investments and payment of dividends. We were in compliance with all covenants under the Credit Agreement as of March 31, 2016.

On June 24, 2015, we borrowed $3.0 billion under the U.S. Term Loan Facility to fund a portion of the Biomet merger. Under the terms of the U.S. Term Loan Facility, starting September 30, 2015, principal payments are due as follows: $75.0 million on a quarterly basis during the first three years, $112.5 million on a quarterly basis during the fourth year, and $412.5 million on a quarterly basis during the fifth year. We have paid $900.0 million in principal under the U.S. Term Loan Facility, resulting in $2.1 billion in outstanding borrowings as of March 31, 2016.

Borrowings under the Multicurrency Revolving Facility may be used for general corporate purposes. There were no borrowings outstanding under the Multicurrency Revolving Facility as of March 31, 2016.

Of the total $8.95 billion aggregate principal amount of senior notes outstanding at March 31, 2016, we issued $7.65 billion of this amount in March 2015 (the “Merger Notes”), the proceeds of which were used to finance a portion of the cash consideration payable in the Biomet merger, pay merger related fees and expenses and pay a portion of Biomet’s funded debt. The Merger Notes consist of the following seven tranches: the 1.450% Senior Notes due 2017, the 2.000% Senior Notes due 2018, the 2.700% Senior Notes due 2020, the 3.150% Senior Notes due 2022, the 3.550% Senior Notes due 2025, the 4.250% Senior Notes due 2035 and the 4.450% Senior Notes due 2045.

We may, at our option, redeem our senior notes, in whole or in part, at any time upon payment of the principal, any applicable make-whole premium, and accrued and unpaid interest to the date of redemption. In addition, the Merger Notes and the 3.375% Senior Notes due 2021 may be redeemed at our option without any make-whole premium at specified dates ranging from one month to six months in advance of the scheduled maturity date.

The estimated fair value of our senior notes as of March 31, 2016, based on quoted prices for the specific securities from transactions in over-the-counter markets (Level 2), was $9,113.8 million. The estimated fair value of the Japan Term Loan as of March 31, 2016, based upon publicly available market yield curves and the terms of the debt (Level 2), was $102.3 million. The carrying value of the U.S. Term Loan approximates fair value as it bears interest at short-term variable market rates.

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Accumulated Other Comprehensive Income

3 Months Ended

Mar. 31, 2016

Equity [Abstract]

Accumulated Other Comprehensive Income

9. Accumulated Other Comprehensive Income

Other comprehensive income (“OCI”) refers to certain gains and losses that under GAAP are included in comprehensive income but are excluded from net earnings as these amounts are initially recorded as an adjustment to stockholders’ equity. Amounts in OCI may be reclassified to net earnings upon the occurrence of certain events.

Our OCI is comprised of foreign currency translation adjustments, unrealized gains and losses on cash flow hedges, unrealized gains and losses on available-for-sale securities, and amortization of prior service costs and unrecognized gains and losses in actuarial assumptions on our defined benefit plans. Foreign currency translation adjustments are reclassified to net earnings upon sale or upon a complete or substantially complete liquidation of an investment in a foreign entity. Unrealized gains and losses on cash flow hedges are reclassified to net earnings when the hedged item affects net earnings. Unrealized gains and losses on available-for-sale securities are reclassified to net earnings if we sell the security before maturity or if the unrealized loss is considered to be other-than-temporary. Amounts related to defined benefit plans that are in OCI are reclassified over the service periods of employees in the plan. The reclassification amounts are allocated to all employees in the plans and, therefore, the reclassified amounts may become part of inventory to the extent they are considered direct labor costs. See Note 13 for more information on our defined benefit plans.

The following table shows the changes in the components of OCI, net of tax (in millions):

	Foreign Currency Translation			Cash Flow Hedges			Unrealized (Losses) Gains on Securities			Defined Benefit Plan Items
Balance at December 31, 2015	$	(193.4	)	$	29.8		$	(0.6	)	$	(164.8	)
OCI before reclassifications		134.2			(44.1	)		0.4			18.0
Reclassifications		—			(24.4	)		—			2.0
Balance at March 31, 2016	$	(59.2	)	$	(38.7	)	$	(0.2	)	$	(144.8	)

The following table shows the reclassification adjustments from OCI (in millions):

	Amount of Gain (Loss) Reclassified from OCI
	Three Months Ended March 31,						Location on Statement of Earnings
Component of OCI	2016			2015
Cash flow hedges
Foreign exchange forward contracts	$	32.1		$	28.1		Cost of products sold
Forward starting interest rate swaps		(0.4	)		(0.1	)	Interest expense
		31.7			28.0		Total before tax
		7.3			6.4		Provision for income taxes
	$	24.4		$	21.6		Net of tax
Defined benefit plans
Prior service cost	$	1.9		$	1.1		*
Unrecognized actuarial (loss)		(5.0	)		(4.3	)	*
		(3.1	)		(3.2	)	Total before tax
		(1.1	)		0.7		(Benefit) provision for income taxes
	$	(2.0	)	$	(3.9	)	Net of tax
Total reclassifications	$	22.4		$	17.7		Net of tax

* These OCI components are included in the computation of net periodic pension expense (see Note 13).

The following table shows the tax effects on each component of OCI recognized in our condensed consolidated statements of comprehensive income (in millions):

	Three Months Ended March 31, 2016
	Before Tax			Tax			Net of Tax
Foreign currency cumulative translation adjustments	$	134.2		$	—		$	134.2
Unrealized cash flow hedge losses		(56.5	)		(12.4	)		(44.1	)
Reclassification adjustments on foreign currency hedges		(31.7	)		(7.3	)		(24.4	)
Unrealized gains on securities		0.4			—			0.4
Adjustments to prior service cost and unrecognized actuarial assumptions		21.4			1.4			20.0
Total Other Comprehensive Gain (Loss)	$	67.8		$	(18.3	)	$	86.1
	Three Months Ended March 31, 2015
	Before Tax			Tax			Net of Tax
Foreign currency cumulative translation adjustments	$	(149.9	)	$	—		$	(149.9	)
Unrealized cash flow hedge gains (losses)		51.7			(0.7	)		52.4
Reclassification adjustments on foreign currency hedges		(28.0	)		(6.4	)		(21.6	)
Unrealized gains on securities		0.6			—			0.6
Adjustments to prior service cost and unrecognized actuarial assumptions		3.2			(0.7	)		3.9
Total Other Comprehensive Loss	$	(122.4	)	$	(7.8	)	$	(114.6	)

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Fair Value Measurement of Assets and Liabilities

3 Months Ended

Mar. 31, 2016

Fair Value Disclosures [Abstract]

Fair Value Measurement of Assets and Liabilities

10. Fair Value Measurement of Assets and Liabilities

The following assets and liabilities are recorded at fair value on a recurring basis (in millions):

	As of March 31, 2016
	Recorded Balance		Fair Value Measurements at Reporting Date Using:
Description			Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets
Available-for-sale securities
Corporate debt securities	$	49.9	$	—	$	49.9	$	—
Total available-for-sale securities		49.9		—		49.9		—
Derivatives, current and long-term
Foreign currency forward contracts and options		32.9		—		32.9		—
Interest rate swaps		37.6		—		37.6		—
	$	120.4	$	—	$	120.4	$	—
Liabilities
Derivatives, current and long-term	$	21.5	$	—	$	21.5	$	—
Foreign currency forward contracts and options	$	21.5	$	—	$	21.5	$	—

	As of December 31, 2015
	Recorded Balance		Fair Value Measurements at Reporting Date Using:
Description			Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets
Available-for-sale securities
Corporate debt securities	$	245.4	$	—	$	245.4	$	—
U.S. government and agency debt securities		21.5		—		21.5		—
Commercial paper		4.2		—		4.2		—
Certificates of deposit		2.0		—		2.0		—
Total available-for-sale securities		273.1		—		273.1		—
Derivatives, current and long-term
Foreign currency forward contracts and options		96.9		—		96.9		—
Interest rate swaps		26.8		—		26.8		—
	$	396.8	$	—	$	396.8	$	—
Liabilities
Derivatives, current and long-term
Foreign currency forward contracts and options	$	1.6	$	—	$	1.6	$	—
	$	1.6	$	—	$	1.6	$	—

We value our available-for-sale securities using a market approach based on broker prices for identical assets in over-the-counter markets and we perform ongoing assessments of counterparty credit risk.

We value our foreign currency forward contracts and foreign currency options using a market approach based on foreign currency exchange rates obtained from active markets and we perform ongoing assessments of counterparty credit risk.

We value our interest rate swaps using a market approach based on publicly available market yield curves and the terms of our swaps and we perform ongoing assessments of counterparty credit risk.

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Derivative Instruments and Hedging Activities

3 Months Ended

Mar. 31, 2016

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Instruments and Hedging Activities

11. Derivative Instruments and Hedging Activities

We are exposed to certain market risks relating to our ongoing business operations, including foreign currency exchange rate risk, commodity price risk, interest rate risk and credit risk. We manage our exposure to these and other market risks through regular operating and financing activities. Currently, the only risks that we manage through the use of derivative instruments are interest rate risk and foreign currency exchange rate risk.

Interest Rate Risk

Derivatives Designated as Fair Value Hedges

We use interest rate derivative instruments to manage our exposure to interest rate movements by converting fixed-rate debt into variable-rate debt. Under these agreements, we agree to exchange, at specified intervals, the difference between fixed and variable interest amounts calculated by reference to an agreed-upon notional principal amount. The objective of the instruments is to more closely align interest expense with interest income received on cash and cash equivalents. These derivative instruments are designated as fair value hedges under GAAP. Changes in the fair value of the derivative instrument are recorded in current earnings and are offset by gains or losses on the underlying debt instrument.

We have multiple fixed-to-variable interest rate swap agreements that we have designated as fair value hedges of the fixed interest rate obligations on our 4.625% Senior Notes due 2019 and 3.375% Senior Notes due 2021. The total notional amounts are $250 million and $300 million for the 4.625% Senior Notes due 2019 and 3.375% Senior Notes due 2021, respectively. On the interest rate swap agreements for the 4.625% Senior Notes due 2019, we receive a fixed interest rate of 4.625 percent and pay variable interest equal to the three-month LIBOR plus an average of 133 basis points. On the interest rate swap agreements for the 3.375% Senior Notes due 2021, we receive a fixed interest rate of 3.375 percent and pay variable interest equal to the three-month LIBOR plus an average of 99 basis points.

Derivatives Designated as Cash Flow Hedges

In 2014, we entered into forward starting interest rate swaps that were designated as cash flow hedges of the thirty year tranche of senior notes we expected to issue in 2015. The forward starting interest rate swaps mitigated the risk of changes in interest rates prior to the completion of the Merger Notes offering. The total notional amounts of the forward starting interest rate swaps were $1 billion and settled in March 2015 at a loss of $97.6 million. The loss will be recognized using the effective interest rate method over the maturity period of the 4.450% Senior Notes due 2045.

Foreign Currency Exchange Rate Risk

We operate on a global basis and are exposed to the risk that our financial condition, results of operations and cash flows could be adversely affected by changes in foreign currency exchange rates. To reduce the potential effects of foreign currency exchange rate movements on net earnings, we enter into derivative financial instruments in the form of foreign currency exchange forward contracts and options with major financial institutions. We are primarily exposed to foreign currency exchange rate risk with respect to transactions and net assets denominated in Euros, Swiss Francs, Japanese Yen, British Pounds, Canadian Dollars, Australian Dollars, Korean Won, Swedish Krona, Czech Koruna, Thai Baht, Taiwan Dollars, South African Rand, Russian Rubles and Indian Rupees. We do not use derivative financial instruments for trading or speculative purposes.

Derivatives Designated as Cash Flow Hedges

Our revenues are generated in various currencies throughout the world. However, a significant amount of our inventory is produced in U.S. Dollars. Therefore, movements in foreign currency exchange rates may have different proportional effects on our revenues compared to our cost of products sold. To minimize the effects of foreign currency exchange rate movements on cash flows, we hedge intercompany sales of inventory expected to occur within the next 30 months with foreign currency exchange forward contracts and options. We designate these derivative instruments as cash flow hedges.

We perform quarterly assessments of hedge effectiveness by verifying and documenting the critical terms of the hedge instrument and that forecasted transactions have not changed significantly. We also assess on a quarterly basis whether there have been adverse developments regarding the risk of a counterparty default. For derivatives which qualify as hedges of future cash flows, the effective portion of changes in fair value is temporarily recorded in other comprehensive income and then recognized in cost of products sold when the hedged item affects net earnings. The ineffective portion of a derivative’s change in fair value, if any, is immediately reported in cost of products sold. On our condensed consolidated statement of cash flows, the settlements of these cash flow hedges are recognized in operating cash flows.

For foreign currency exchange forward contracts and options outstanding at March 31, 2016, we had obligations to purchase U.S. Dollars and sell Euros, Japanese Yen, British Pounds, Canadian Dollars, Australian Dollars, Korean Won, Swedish Krona, Czech Koruna, Thai Baht, Taiwan Dollars, South African Rand, Russian Rubles and Indian Rupees and obligations to purchase Swiss Francs and sell U.S. Dollars. These derivatives mature at dates ranging from April 2016 through September 2018. As of March 31, 2016, the notional amounts of outstanding forward contracts and options entered into with third parties to purchase U.S. Dollars were $1,453.6 million. As of March 31, 2016, the notional amounts of outstanding forward contracts and options entered into with third parties to purchase Swiss Francs were $293.9 million.

Derivatives Not Designated as Hedging Instruments

We enter into foreign currency forward exchange contracts with terms of one month to manage currency exposures for monetary assets and liabilities denominated in a currency other than an entity’s functional currency. As a result, any foreign currency re-measurement gains/losses recognized in earnings are generally offset with gains/losses on the foreign currency forward exchange contracts in the same reporting period. The net amount of these offsetting gains/losses is recorded in other expense. These contracts are settled on the last day of each reporting period. Therefore, there is no outstanding balance related to these contracts recorded on the balance sheet as of the end of the reporting period. The notional amounts of these contracts are typically in a range of $1.5 billion to $2.0 billion per quarter.

Income Statement Presentation

Derivatives Designated as Fair Value Hedges

Derivative instruments designated as fair value hedges had the following effects on our condensed consolidated statements of earnings (in millions):

			Gain (Loss) on Instrument				Gain (Loss) on Hedged Item
			Three Months Ended				Three Months Ended
	Location on Statement of Earnings		March 31,				March 31,
Derivative Instrument			2016		2015		2016			2015
Interest rate swaps		Interest expense	$	10.8	$	7.2	$	(10.8	)	$	(7.2	)

We had no ineffective fair value hedging instruments during the three month periods ended March 31, 2016 and 2015.

Derivatives Designated as Cash Flow Hedges

Derivative instruments designated as cash flow hedges had the following effects, before taxes, on OCI and net earnings on our condensed consolidated statements of earnings, condensed consolidated statements of comprehensive income and condensed consolidated balance sheets (in millions):

Derivative Instrument	Amount of Gain (Loss) Recognized in OCI						Location on Statement of Earnings		Amount of Gain (Loss) Reclassified from OCI
	Three Months Ended March 31,								Three Months Ended March 31,
	2016			2015					2016			2015
Foreign exchange forward contracts	$	(56.5	)	$	90.0			Cost of products sold	$	32.1		$	28.1
Forward starting interest rate swaps		—			(38.3	)		Interest expense		(0.4	)		(0.1	)
	$	(56.5	)	$	51.7				$	31.7		$	28.0

The net amounts recognized in earnings during the three month periods ended March 31, 2016 and 2015 due to ineffectiveness and amounts excluded from the assessment of hedge effectiveness were not significant.

The fair value of outstanding derivative instruments designated as cash flow hedges and recorded on the balance sheet at March 31, 2016, together with settled derivatives where the hedged item has not yet affected earnings, was a net unrealized loss of $62.1 million, or $38.7 million after taxes, which is deferred in OCI. A gain of $51.2 million, or $38.5 million after taxes, is expected to be reclassified to earnings over the next twelve months. The disproportionate amount of net unrealized loss deferred in OCI and the expected gain reclassification over the next twelve months is due to the significant loss from the forward starting interest rate swaps deferred in OCI which will be reclassified to earnings over the maturity period of the 4.450% Senior Notes due 2045.

Derivatives Not Designated as Hedging Instruments

The following (losses) gains from these derivative instruments were recognized on our condensed consolidated statements of earnings (in millions):

Derivative Instrument	Location on Statement of Earnings		Three Months Ended March 31,
			2016			2015
Foreign exchange forward contracts		Other expense, net	$	(21.3	)	$	15.2

This impact does not include any offsetting gains/losses recognized in earnings as a result of foreign currency re-measurement of monetary assets and liabilities denominated in a currency other than an entity’s functional currency.

Balance Sheet Presentation

As of March 31, 2016 and December 31, 2015, all derivative instruments designated as fair value hedges and cash flow hedges were recorded at fair value on the balance sheet. On our condensed consolidated balance sheets, we recognize individual forward contracts and options with the same counterparty on a net asset/liability basis if we have a master netting agreement with the counterparty. Under these master netting agreements, we are able to settle derivative instrument assets and liabilities with the same counterparty in a single transaction, instead of settling each derivative instrument separately. We have master netting agreements with all of our counterparties. The fair value of derivative instruments on a gross basis is as follows (in millions):

	March 31, 2016			December 31, 2015
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Asset Derivatives
Foreign exchange forward contracts	Other current assets	$	56.1	Other current assets	$	100.5
Foreign exchange forward contracts	Other assets		5.6	Other assets		19.8
Interest rate swaps	Other assets		37.6	Other assets		26.8
Total asset derivatives		$	99.3		$	147.1
Liability Derivatives
Foreign exchange forward contracts	Other current liabilities	$	29.6	Other current liabilities	$	16.7
Foreign exchange forward contracts	Other long-term liabilities		20.7	Other long-term liabilities		8.3
Total liability derivatives		$	50.3		$	25.0

The table below presents the effects of our master netting agreements on our condensed consolidated balance sheets (in millions):

		As of March 31, 2016						As of December 31, 2015
Description	Location	Gross Amount		Offset		Net Amount in Balance Sheet		Gross Amount		Offset		Net Amount in Balance Sheet
Asset Derivatives
Cash flow hedges	Other current assets	$	56.1		23.6	$	32.5	$	100.5	$	16.3	$	84.2
Cash flow hedges	Other assets		5.6		5.2		0.4		19.8		7.1		12.7
Liability Derivatives
Cash flow hedges	Other current liabilities		29.6		23.6		6.0		16.7		16.3		0.4
Cash flow hedges	Other long-term liabilities		20.7		5.2		15.5		8.3		7.1		1.2

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Income Taxes

3 Months Ended

Mar. 31, 2016

Income Tax Disclosure [Abstract]

Income Taxes

12. Income Taxes

We operate on a global basis and are subject to numerous and complex tax laws and regulations. Our income tax filings are regularly under audit in multiple federal, state and foreign jurisdictions. Income tax audits may require an extended period of time to reach resolution and may result in significant income tax adjustments when interpretation of tax laws or allocation of company profits is disputed. The net amount of tax liability for unrecognized tax benefits may change within the next twelve months due to changes in audit status, expiration of statutes of limitations, settlements of tax assessments and other events which could impact our determination of unrecognized tax benefits. Although the ultimate timing for resolution of the disputed tax issues is uncertain, we may resolve certain tax matters within the next twelve months and pay amounts for other unresolved tax matters in order to limit the potential impact of interest charges. Final resolution of these matters could have a material impact on our income tax expense, results of operations and cash flows for future periods. Currently, we cannot reasonably estimate the amount by which our unrecognized tax benefits will change.

Our U.S. federal income tax returns have been audited through 2009 and are currently under audit for years 2010 through 2014. The Internal Revenue Service (“IRS”) has proposed adjustments for years 2005 through 2009, reallocating profits between certain of our U.S. and foreign subsidiaries. We have disputed these adjustments and intend to continue to vigorously defend our positions. For years 2005 through 2007, we have filed a petition with the U.S. Tax Court. For years 2008 through 2009, we are pursuing resolution through the IRS Administrative Appeals Process. The U.S. federal income tax returns of the acquired Biomet consolidated group have been audited through fiscal year 2008.

In the three month periods ended March 31, 2016 and 2015, our effective tax rate was 31.7 percent and 24.5 percent, respectively. The increase in the 2016 period was primarily due to the recognition of a tax liability related to earnings in certain international locations that we intend to repatriate. Our effective tax rate was lower than the U.S. statutory income tax rate of 35.0 percent primarily due to (i) earning income in foreign locations with lower tax rates, and (ii) incurring the majority of “Special items” expense in higher tax jurisdictions.

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Retirement Benefit Plans

3 Months Ended

Mar. 31, 2016

Compensation and Retirement Disclosure [Abstract]

Retirement Benefit Plans

13. Retirement Benefit Plans

We have defined benefit pension plans covering certain U.S. and Puerto Rico employees. The employees who are not participating in the defined benefit plans receive additional benefits under our defined contribution plans. Plan benefits are primarily based on years of credited service and the participant’s compensation. In addition to the U.S. and Puerto Rico defined benefit pension plans, we sponsor various foreign pension arrangements, including retirement and termination benefit plans required by local law or coordinated with government sponsored plans.

The components of net periodic pension expense for our U.S. and foreign defined benefit pension plans are as follows (in millions):

	Three Months Ended March 31,
	2016			2015
Service cost	$	7.5		$	7.6
Interest cost		7.2			5.5
Expected return on plan assets		(12.7	)		(10.9	)
Curtailment gain		(0.3	)		—
Amortization of prior service cost		(1.9	)		(1.1	)
Amortization of unrecognized actuarial loss		5.0			4.3
Net periodic pension expense	$	4.8		$	5.4

We expect that we will have minimal legally required funding obligations in 2016 for our U.S. and Puerto Rico defined benefit pension plans, and therefore we have not made, nor do we voluntarily expect to make, any material contributions to these plans during 2016. We contributed $3.6 million to our foreign-based defined benefit pension plans in the three month period ended March 31, 2016, and we expect to contribute $11.9 million to these foreign-based plans during the remainder of 2016.

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Earnings Per Share

3 Months Ended

Mar. 31, 2016

Earnings Per Share [Abstract]

Earnings Per Share

14. Earnings Per Share

The following is a reconciliation of weighted average shares for the basic and diluted shares computations (in millions):

	Three Months Ended March 31,
	2016		2015
Weighted average shares outstanding for basic net earnings per share		200.1		170.0
Effect of dilutive stock options and other equity awards		1.9		2.9
Weighted average shares outstanding for diluted net earnings per share		202.0		172.9

During the three month period ended March 31, 2016, an average of 1.1 million options to purchase shares of common stock were not included in the computation of diluted earnings per share because the exercise prices of these options were greater than the average market price of our common stock. During the three month period ended March 31, 2015, all outstanding options to purchase shares of common stock were included in the computation of diluted earnings per share because the exercise prices of all options were less than the average market price of our common stock.

In the three month period ended March 31, 2016, we repurchased 4.2 million shares of our common stock at an average price of $98.50 per share for a total cash outlay of $415.5 million, including commissions.

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Segment Information

3 Months Ended

Mar. 31, 2016

Segment Reporting [Abstract]

Segment Information

15. Segment Information

We design, manufacture and market orthopaedic reconstructive products; sports medicine, biologics, extremities and trauma products; spine, bone healing, craniomaxillofacial (“CMF”) and thoracic products; dental implants; and related surgical products. Due to the Biomet merger, we changed our senior management organizational structure which resulted in a change to our operating segments. We now allocate resources to achieve our operating profit goals through seven operating segments. Our operating segments are comprised of both geographic and product category business units. The geographic operating segments are the Americas, which is comprised principally of the U.S. and includes other North, Central and South American markets; EMEA, which is comprised principally of Europe and includes the Middle East and African markets; and Asia Pacific, which is comprised primarily of Japan and includes other Asian and Pacific markets. The product category operating segments are Americas Spine, Bone Healing, CMF and Dental. The geographic operating segments include results from all of our product categories except those in the product category operating segments. The Bone Healing, CMF and Dental product category operating segments reflect those respective product category results from all regions, whereas the Americas Spine operating segment only includes spine product results from the Americas.

As it relates to the geographic operating segments, management evaluates performance based upon segment operating profit exclusive of operating expenses pertaining to inventory step-up and certain other inventory and manufacturing related charges, “Certain claims,” goodwill impairment, intangible asset amortization, “Special items,” and global operations and corporate functions. Global operations and corporate functions include research, development engineering, medical education, brand management, corporate legal, finance and human resource functions, manufacturing operations and logistics and share-based payment expense. As it relates to each product category operating segment, research, development engineering, medical education, brand management and other various costs that are specific to the product category operating segment’s operations are reflected in its operating profit results. Due to these additional costs included in the product category operating segments, profitability metrics between the geographic operating segments and product category operating segments are not comparable. Intercompany transactions have been eliminated from segment operating profit.

These seven operating segments are the basis for our reportable segment information provided below. The four product category operating segments are individually insignificant to our consolidated results and therefore do not constitute a reporting segment either individually or combined. For presentation purposes, these product category operating segments have been aggregated. Prior period reportable segment financial information has been restated to conform to the current period.

Net sales and operating profit by segment are as follows (in millions):

	Net Sales				Operating Profit
	Three Months Ended March 31,				Three Months Ended March 31,
	2016		2015		2016			2015
Americas	$	984.7	$	577.7	$	535.0		$	296.8
EMEA		416.6		281.2		141.3			109.5
Asia Pacific		256.6		187.5		110.6			97.7
Product Category Operating Segments		246.1		88.0		58.2			14.1
Global Operations and Corporate Functions		—		—		(206.0	)		(137.1	)
Total	$	1,904.0	$	1,134.4
Inventory step-up and other inventory and manufacturing related charges						(172.9	)		(3.9	)
Intangible asset amortization						(126.6	)		(20.4	)
Special items						(94.1	)		(86.8	)
Operating profit					$	245.5		$	269.9

Net sales by product category are as follows (in millions):

	Three Months Ended March 31,
	2016		2015
Knees	$	703.3	$	463.9
Hips		467.9		311.4
S.E.T		401.1		218.4
Dental		108.6		55.8
Spine & CMF		141.2		49.5
Other		81.9		35.4
Total	$	1,904.0	$	1,134.4

“S.E.T” refers to our surgical, sports medicine, biologics, foot and ankle, extremities and trauma product category.

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Commitments and Contingencies

3 Months Ended

Mar. 31, 2016

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

16. Commitments and Contingencies

On a quarterly and annual basis, we review relevant information with respect to loss contingencies and update our accruals, disclosures and estimates of reasonably possible losses or ranges of loss based on such reviews. We establish liabilities for loss contingencies when it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated. For matters where a loss is believed to be reasonably possible, but not probable, no accrual has been made.

Litigation

Durom^® Cup-related claims: On July 22, 2008, we temporarily suspended marketing and distribution of the Durom Cup in the U.S. Subsequently, a number of product liability lawsuits were filed against us in various U.S. and foreign jurisdictions. The plaintiffs seek damages for personal injury, and they generally allege that the Durom Cup contains defects that result in complications and premature revision of the device. We have settled some of these claims and others are still pending. The majority of the pending U.S. lawsuits are currently in a federal Multidistrict Litigation (“MDL”) in the District of New Jersey (In Re: Zimmer Durom Hip Cup Products Liability Litigation). Multi-plaintiff state court cases are pending in St. Clair County, Illinois (Santas, et al. v. Zimmer, Inc., et al.) and Los Angeles County, California (McAllister, et al. v. Zimmer, Inc., et al.). The initial trial in Santas took place in November 2014, the initial trial in the MDL took place in May 2015 and the initial trial in McAllister took place in July 2015. Other lawsuits are pending in various jurisdictions, and additional claims may be asserted in the future.

Since 2008, we have recognized expense of $479.4 million for Durom Cup-related claims. Our estimate of our total liability for these claims as of March 31, 2016 remains consistent with our estimate as of December 31, 2015, and, accordingly, we did not record any additional expense during the three month period ended March 31, 2016. With respect to the same prior year period, we also did not record any additional expense for Durom Cup-related claims.

We maintain insurance for product liability claims, subject to self-insurance retention requirements. As of March 31, 2016, we have exhausted our self-insured retention under our insurance program and have a claim for insurance proceeds for ultimate losses which exceed the self-insured retention amount, subject to a 20 percent co-payment requirement and a cap. We believe our contracts with the insurance carriers are enforceable for these claims and, therefore, it is probable that we will recover some amount from our insurance carriers. We have received a portion of the insurance proceeds we estimate we will recover. We have a $95.3 million receivable in “Other assets” remaining on our consolidated balance sheet as of March 31, 2016 for estimated insurance recoveries for Durom Cup-related claims. As is customary in this process, our insurance carriers have reserved all rights under their respective policies and could still ultimately deny coverage for some or all of our insurance claims.

Our estimate as of March 31, 2016 of the remaining liability for all Durom Cup-related claims is $309.2 million, of which $50.0 million is classified as short-term in “Other current liabilities” and $259.2 million is classified as long-term in “Other long-term liabilities” on our consolidated balance sheet. We expect to pay the majority of the Durom Cup-related claims within the next few years.

Our understanding of clinical outcomes with the Durom Cup and other large diameter hip cups continues to evolve. We rely on significant estimates in determining the provisions for Durom Cup-related claims, including our estimate of the number of claims that we will receive and the average amount we will pay per claim. The actual number of claims and the actual amount we pay per claim may differ from our estimates. Among other factors, since our understanding of the clinical outcomes is still evolving, we cannot reasonably estimate the possible loss or range of loss that may result from Durom Cup-related claims in excess of the losses we have accrued.

Margo and Daniel Polett v. Zimmer, Inc. et al.: On August 20, 2008, Margo and Daniel Polett filed an action against us and an unrelated third party, Public Communications, Inc. (“PCI”), in the Court of Common Pleas, Philadelphia, Pennsylvania seeking an unspecified amount of damages for injuries and loss of consortium allegedly suffered by Mrs. Polett and her spouse, respectively. The complaint alleged that defendants were negligent in connection with Mrs. Polett’s participation in a promotional video featuring one of our knee products. The case was tried in November 2010 and the jury returned a verdict in favor of plaintiffs. The jury awarded $27.6 million in compensatory damages and apportioned fault 30 percent to plaintiffs, 34 percent to us and 36 percent to PCI. Under applicable law, we may be liable for any portion of the damages apportioned to PCI that it does not pay. On December 2, 2010, we and PCI filed a motion for post-trial relief seeking a judgment notwithstanding the verdict, a new trial or a remittitur. On June 10, 2011, the trial court entered an order denying our motion for post-trial relief and affirming the jury verdict in full and entered judgment for $20.3 million against us and PCI. On June 29, 2011, we filed a notice of appeal to the Superior Court of Pennsylvania and posted a bond for the verdict amount plus interest. Oral argument before the appellate court in Philadelphia, Pennsylvania was held on March 13, 2012. On March 1, 2013, the Superior Court of Pennsylvania vacated the $27.6 million judgment and remanded the case for a new trial. On March 15, 2013, plaintiffs filed a motion for re-argument en banc, and on March 28, 2013, we filed our response in opposition. On May 9, 2013, the Superior Court of Pennsylvania granted plaintiffs’ motion for re-argument en banc. Oral argument (re-argument en banc) before the Superior Court of Pennsylvania was held on October 16, 2013. On December 20, 2013, the Court issued its opinion again vacating the trial court judgment and remanding the case for a new trial. On January 21, 2014, plaintiffs filed a petition for allowance of appeal in the Supreme Court of Pennsylvania, which was granted on May 21, 2014. Oral argument before the Supreme Court of Pennsylvania took place on October 8, 2014. On October 27, 2015, the Supreme Court of Pennsylvania reversed the order of the Superior Court of Pennsylvania and remanded the case to that court to consider the question of whether the trial court erred in refusing to remit the jury’s compensatory damages award. Although we are defending this lawsuit vigorously, its ultimate resolution is uncertain.

NexGen^® Knee System claims: Following a wide-spread advertising campaign conducted by certain law firms beginning in 2010, a number of product liability lawsuits have been filed against us in various jurisdictions. The plaintiffs seek damages for personal injury, alleging that certain products within the NexGen Knee System suffer from defects that cause them to loosen prematurely. The majority of the cases are currently pending in a federal MDL in the Northern District of Illinois (In Re: Zimmer NexGen Knee Implant Products Liability Litigation). Other cases are pending in other state and federal courts, and additional lawsuits may be filed. As of March 31, 2016, discovery in these lawsuits was ongoing. The initial bellwether trial took place in October 2015. We have not accrued an estimated loss relating to these lawsuits because we believe the plaintiffs’ allegations are not consistent with the record of clinical success for these products. As a result, we do not believe that it is probable that we have incurred a liability, and we cannot reasonably estimate any loss that might eventually be incurred. Although we are vigorously defending these lawsuits, their ultimate resolution is uncertain.

Biomet metal-on-metal hip implant claims: Biomet is a defendant in a number of product liability lawsuits relating to metal-on-metal hip implants. The majority of these cases involve the M2a-Magnum^™ hip system. The majority of the cases are currently consolidated in one federal MDL proceeding in the U.S. District Court for the Northern District of Indiana (In Re: Biomet M2a Magnum Hip Implant Product Liability Litigation). Other cases are pending in various state and foreign courts.

On February 3, 2014, Biomet announced the settlement of the MDL. Lawsuits filed in the MDL by April 15, 2014 may participate in the settlement. Biomet continues to evaluate the inventory of lawsuits in the MDL pursuant to the categories and procedures set forth in the settlement agreement. The final amount of payments under the settlement is uncertain. The settlement does not affect certain other claims relating to Biomet’s metal-on-metal hip products that are pending in various state and foreign courts, or other claims that may be filed in the future. Our estimate as of March 31, 2016 of the remaining liability for all Biomet metal-on-metal hip implant claims is $25.8 million.

Biomet has exhausted the self-insured retention in its insurance program and has been reimbursed for claims related to its metal-on-metal products up to its policy limits in the program. Zimmer Biomet will be responsible for any amounts by which the ultimate losses exceed the amount of Biomet’s third-party insurance coverage. As of March 31, 2016, Biomet had received all of the insurance proceeds it expects to recover under the excess policies.

Heraeus trade secret misappropriation lawsuits: In December 2008, Heraeus Kulzer GmbH (together with its affiliates, “Heraeus”) initiated legal proceedings in Germany against Biomet, Inc., Biomet Europe BV and certain other subsidiaries of Biomet, Inc., alleging that Biomet, Inc. and Biomet Europe BV misappropriated Heraeus trade secrets when developing Biomet Europe’s Refobacin and Biomet Bone Cement line of cements (“European Cements”). The lawsuit sought to preclude the defendants from producing, marketing and offering for sale their current line of European Cements and to compensate Heraeus for any damages incurred (alleged to be in excess of €30.0 million). On December 20, 2012, the trial court dismissed Biomet, Inc., Biomet Europe BV, Biomet Deutschland GmbH and other defendants from the lawsuit. Biomet Orthopaedics Switzerland GmbH was the only Biomet entity remaining as a defendant.

Following an appeal by Heraeus, on June 5, 2014, the German appeals court (i) enjoined Biomet, Inc., Biomet Europe BV and Biomet Deutschland GmbH from manufacturing, selling or offering the European Cements to the extent they contain certain raw materials in particular specifications; (ii) held the defendants jointly and severally liable to Heraeus for any damages from the sale of European Cements since 2005; and (iii) ruled that no further review may be sought. Damages have not been determined. The judgment is not final and the defendants are seeking review (including review of the appeals court ruling that no further review may be sought) from Germany’s Supreme Court. No prediction can be made as to the likelihood of review being granted by Germany’s Supreme Court.

As a result, Biomet Europe BV and Biomet Deutschland GmbH are enjoined from the manufacture, marketing, sale and offering of European Cements in Germany. While Heraeus has indicated that it intends to take the position that the judgment would prohibit the manufacture, marketing, sale and offering of European Cements outside of Germany as well and is attempting to enforce the judgment in a limited number of other European jurisdictions, Biomet, Inc., Biomet Europe BV and Biomet Deutschland GmbH are vigorously contesting any enforcement of the judgment beyond Germany. Biomet, Inc., Biomet Europe BV and Biomet Deutschland GmbH thus filed a declaratory action in Germany on August 3, 2014 to have the court determine the reach of the appeals court decision.

On September 8, 2014, Heraeus filed a complaint against a Biomet supplier, Esschem, Inc. (“Esschem”), in the United States District Court for the Eastern District of Pennsylvania. The lawsuit contains allegations that focus on two copolymer compounds that Esschem sells to Biomet, which Biomet incorporates into certain bone cement products that compete with Heraeus’ bone cement products. The complaint alleges that Biomet helped Esschem to develop these copolymers, using Heraeus trade secrets that Biomet allegedly misappropriated. The complaint asserts a claim under the Pennsylvania Trade Secrets Act, as well as other various common law tort claims, all based upon the same trade secret misappropriation theory. Heraeus is seeking to enjoin Esschem from supplying the copolymers to any third party and actual damages in an unspecified amount. The complaint also seeks punitive damages, costs and attorneys’ fees. If Esschem is enjoined, Biomet may not be able to obtain the copolymers from another supplier and as a result may not be able to continue to manufacture the subject bone cement products. Although Heraeus has not named Biomet as a party to this lawsuit, Biomet has agreed, at Esschem’s request and subject to certain limitations, to indemnify Esschem for any liability, damages and legal costs related to this matter. On November 3, 2014, the court entered an order denying Heraeus’ motion for a temporary restraining order.

On October 15, 2015, Heraeus initiated expedited proceedings against Biomet France, Biomet SAS, Biomet Europe BV, Biomet, Inc., Biomet Orthopedics Switzerland GmbH and Biomet Global Supply Chain Center BV before the Commercial Court in Paris seeking to enjoin these entities from importing certain raw materials subject to the rulings in Germany and from manufacturing, selling or exporting the bone cements made from those raw materials, including under the names of the European Cements. On November 16, 2015, the presiding judge ruled that it had no jurisdiction over Biomet, Inc. and on December 4, 2015, the judge denied the preliminary measures requested by Heraeus. Heraeus has not appealed this ruling or filed an action on the merits before the Commercial Court in Paris. On December 8, 2015, Heraeus filed separate proceedings against Biomet France, Biomet SAS and Biomet France Holding before the Commercial Court of Roman-Sur-Isere seeking to gain access to certain documents which had been seized during searches of Biomet France’s premises in June 2015. Biomet is defending itself vigorously in this proceeding, which is still ongoing.

Heraeus continues to initiate other related legal proceedings in Europe seeking various forms of relief, including injunctive relief and damages, against Biomet-related entities relating to the European Cements.

No assurance can be made as to the time or resources that will be needed to devote to this litigation or its final outcome.

Stryker patent infringement lawsuit: On December 10, 2010, Stryker Corporation and related entities (“Stryker”) filed suit against us in the U.S. District Court for the Western District of Michigan, alleging that certain of our Pulsavac^® Plus Wound Debridement Products infringe three U.S. patents assigned to Stryker. The case was tried beginning on January 15, 2013, and on February 5, 2013, the jury found that we infringed certain claims of the subject patents. The jury awarded $70.0 million in monetary damages for lost profits. The jury also found that we willfully infringed the subject patents. We filed multiple post-trial motions, including a motion seeking a new trial. On August 7, 2013, the trial court issued a ruling denying all of our motions and awarded treble damages and attorneys’ fees to Stryker. We filed a notice of appeal to the Court of Appeals for the Federal Circuit to seek reversal of both the jury’s verdict and the trial court’s rulings on our post-trial motions. Oral argument before the Court of Appeals for the Federal Circuit took place on September 8, 2014. On December 19, 2014, the Federal Circuit issued a decision affirming the $70.0 million lost profits award but reversed the willfulness finding, vacating the treble damages award and vacating and remanding the attorneys’ fees award. We accrued an estimated loss of $70.0 million related to this matter in the three month period ended December 31, 2014. On January 20, 2015, Stryker filed a motion with the Federal Circuit for a rehearing en banc. On March 23, 2015, the Federal Circuit denied Stryker’s petition. Stryker subsequently filed a petition for certiorari to the U.S. Supreme Court. In July 2015, we paid the final award of $90.3 million, which includes the original $70.0 million plus pre- and post-judgment interest and damages for sales that occurred post-trial but prior to our entry into a license agreement with Stryker. On October 19, 2015, the U.S. Supreme Court granted Stryker’s petition for certiorari. Oral argument took place on February 23, 2016. Although we are defending this lawsuit vigorously, the ultimate resolution of this matter is uncertain. In the future, we could be required to record a charge of up to $140.0 million that could have a material adverse effect on our results of operations.

Regulatory Matters, Government Investigations and Other Matters

FDA warning letters: In September 2012, Zimmer received a warning letter from the U.S. Food and Drug Administration (“FDA”) citing concerns relating to certain processes pertaining to products manufactured at our Ponce, Puerto Rico manufacturing facility. In June 2015, Biomet received a warning letter from the FDA that requested additional information to allow the FDA to evaluate the adequacy of Biomet’s responses to certain Form 483 observations issued following an inspection of Biomet’s Zhejiang, China manufacturing facility in January 2015. We have provided detailed responses to the FDA as to our corrective actions and will continue to work expeditiously to address the issues identified by the FDA during inspections in Ponce and Zhejiang. As of March 31, 2016, these warning letters remained pending. Until the violations are corrected, we may be subject to additional regulatory action by the FDA, including seizure, injunction and/or civil monetary penalties. Additionally, requests for Certificates to Foreign Governments related to products manufactured at the Ponce and Zhejiang facilities may not be granted and premarket approval applications for Class III devices to which the quality system regulation deviations at these facilities are reasonably related will not be approved until the violations have been corrected. In addition to responding to the warning letters described above, we are in the process of addressing various FDA Form 483 inspectional observations at certain of our manufacturing facilities. The ultimate outcome of these matters is presently uncertain.

Biomet DPA and Consent: On March 26, 2012, Biomet entered into a Deferred Prosecution Agreement (“DPA”) with the U.S. Department of Justice, Criminal Division, Fraud Section (“DOJ”) and a Consent with the U.S. Securities and Exchange Commission (“SEC”) related to an investigation by the DOJ and the SEC into possible violations of the U.S. Foreign Corrupt Practices Act (“FCPA”) in the marketing and sale of medical devices in certain foreign countries. Pursuant to the DPA, the DOJ agreed to defer prosecution of Biomet in connection with those matters, provided that Biomet satisfies its obligations under the DPA over the term of the DPA. The DPA had a three-year term and provided that it could be extended in the sole discretion of the DOJ for an additional year. Pursuant to the Consent, Biomet consented to the entry of a Final Judgment which, among other things, permanently enjoined Biomet from violating the provisions of the FCPA. In addition, pursuant to the terms of the DPA, an independent external compliance monitor was appointed to review Biomet’s compliance with the DPA, particularly in relation to Biomet’s international sales practices. The Consent that Biomet entered into with the SEC mirrors the DPA’s provisions with respect to the compliance monitor.

In October 2013, Biomet became aware of certain alleged improprieties regarding its operations in Brazil and Mexico, including alleged improprieties that predated the entry of the DPA. Biomet retained counsel and other experts to investigate both matters. Based on the results of the ongoing investigations, Biomet has terminated, suspended or otherwise disciplined certain of the employees and executives involved in these matters, and has taken certain other remedial measures. Additionally, pursuant to the terms of the DPA, in April 2014 and thereafter, Biomet disclosed these matters to and discussed these matters with the independent compliance monitor and the DOJ and SEC. On July 2, 2014 and July 13, 2015, the SEC issued subpoenas to Biomet requiring that Biomet produce certain documents relating to such matters. These matters remain under investigation by the DOJ.

On March 13, 2015, the DOJ informed Biomet that the DPA and the independent compliance monitor’s appointment had been extended for an additional year. On April 2, 2015, at the request of the staff of the SEC, Biomet consented to an amendment to the Final Judgment to extend the term of the compliance monitor’s appointment for one year from the date of entry of the Amended Final Judgment.

The DPA as originally extended was set to expire on March 26, 2016. However, the DOJ and the SEC continue to evaluate the alleged misconduct in Brazil and Mexico, as well as any issues relating to Biomet’s compliance program. The DOJ, the SEC and Biomet have agreed to continue to evaluate and discuss these matters and, therefore, the matter is ongoing as of the date of the filing of this Form 10-Q. Pursuant to the DPA, the DOJ has sole discretion to determine whether conduct by Biomet constitutes a violation or breach of the DPA. The DOJ has informed Biomet that it retains its rights under the DPA to bring further action against Biomet relating to the conduct in Brazil and Mexico disclosed in 2014 or the violations set forth in the DPA. The DOJ could, among other things, revoke the DPA or prosecute Biomet and/or the involved employees and executives. Biomet continues to cooperate with the SEC and the DOJ, and expects that discussions with the SEC and the DOJ will continue. There is no assurance that Biomet will enter into a consensual resolution of this matter with the SEC or the DOJ, and the terms and conditions of any such potential resolution are uncertain.

Other Government Investigations and Document Requests: In June 2013, Biomet received a subpoena from the U.S. Attorney’s Office for the District of New Jersey requesting various documents relating to the fitting of custom-fabricated or custom-fitted orthoses, or bracing, to patients in New Jersey, Texas and Washington. Biomet has produced responsive documents and is fully cooperating with the request of the U.S. Attorney’s Office. We may need to devote significant time and resources to this inquiry and can give no assurances as to its final outcome.

In July 2011, Biomet received an administrative subpoena from the Office of Foreign Assets Control of the U.S. Department of the Treasury (“OFAC”) requesting documents concerning the export of products to Iran. OFAC informed Biomet that the subpoena related to allegations that Biomet may have been involved in unauthorized sales of dental products to Iran. Biomet is fully cooperating in the investigation and submitted its response to the subpoena in October 2011. We may need to devote significant time and resources to this inquiry and can give no assurances as to its final outcome.

In February 2010, Biomet received a subpoena from the Office of the Inspector General of the U.S. Department of Health and Human Services requesting various documents relating to agreements or arrangements between physicians and Biomet’s Interpore Cross subsidiary for the period from 1999 through the date of the subpoena and the marketing and sales activities associated with Interpore Cross’ spinal products. Biomet is fully cooperating in the investigation. We may need to devote significant time and resources to this inquiry and can give no assurances as to its final outcome.

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Subsequent Events

3 Months Ended

Mar. 31, 2016

Subsequent Events [Abstract]

Subsequent Events

17. Subsequent Events

On April 25, 2016, we announced that we have entered into a definitive agreement to acquire Cayenne Medical, Inc. The transaction, which is subject to customary closing conditions, is expected to close during the second quarter of 2016. The acquisition of Cayenne Medical, Inc. will strengthen our Sports Medicine capabilities and portfolio of technically advanced soft tissue reconstruction solutions for knee, shoulder and extremities procedures. We do not expect the acquisition to have a material effect on our financial position or results of operations.

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Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2016

Accounting Policies [Abstract]

Special Items

Special Items—We recognize expenses resulting directly from our business combinations, employee termination benefits, certain research and development (“R&D”) agreements, certain contract terminations, consulting and professional fees and asset impairment or loss on disposal charges connected with global restructuring, quality and operational excellence initiatives, and other items as “Special items” in our condensed consolidated statement of earnings. “Special items” included (in millions):

	Three Months Ended March 31,
	2016		2015
Biomet-related
Consulting and professional fees	$	36.1	$	24.2
Employee termination benefits		4.1		0.4
Dedicated project personnel		21.7		1.0
Relocated facilities		7.1		—
Contract terminations		10.1		—
Information technology integration		1.4		—
Other		4.0		0.2
Other
Consulting and professional fees		6.9		39.7
Employee termination benefits		—		0.1
Dedicated project personnel		1.8		12.4
Impairment/loss on disposal of assets		—		2.3
Relocated facilities		0.2		0.5
Information technology integration		0.1		—
Contingent consideration adjustments		—		2.3
Accelerated software amortization		—		1.5
Other		0.6		2.2
Special items	$	94.1	$	86.8

After the Closing Date of the Biomet merger, we started to implement our integration plans to drive operational synergies. Part of these integration plans included termination of employees and certain contracts. Expenses attributable to the initial phase of these integration plans that were recognized in the three month period ended March 31, 2016 as part of “Special items” related to employee termination benefits and contract termination expense associated with agreements with independent agents, distributors, suppliers and lessors. Our integration plans are expected to last through 2018 and we expect to incur a total of $170 million for employee termination benefits and $130 million for contract termination expense in that time period. As of March 31, 2016, we have incurred a cumulative total of $105.1 million for employee termination benefits and $105.1 million for contract termination expense. The following table summarizes the liabilities related to these integration plans (in millions):

	Employee Termination Benefits			Contract Terminations			Total
Balance at December 31, 2015	$	46.8		$	56.0		$	102.8
Additions		4.1			10.1			14.2
Cash payments		(19.2	)		(26.1	)		(45.3	)
Foreign currency exchange rate changes		0.2			0.1			0.3
Balance at March 31, 2016	$	31.9		$	40.1		$	72.0

Recent Accounting Pronouncements

Recent Accounting Pronouncements—In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2014-09—Revenue from Contracts with Customers (Topic 606). This ASU provides a five-step model for revenue recognition that all industries will apply to recognize revenue when a customer obtains control of a good or service. The ASU will be effective for us beginning January 1, 2018. We are in the initial phases of our adoption plans and, accordingly, we are unable to estimate any effect this may have on our revenue recognition practices.

In April 2015, the FASB issued ASU 2015-03—Simplifying the Presentation of Debt Issuance Costs. This ASU requires debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. This ASU does not affect the measurement and recognition of debt issuance costs in our statement of earnings. We adopted ASU 2015-03 during the first quarter of 2016 on a retrospective basis. Accordingly, we reclassified the debt issuance costs on our December 31, 2015 consolidated balance sheet, which decreased long-term debt by $58.9 million, other current assets by $9.2 million and other assets by $49.7 million.

In February 2016, the FASB issued ASU 2016-02—Leases. This ASU requires lessees to recognize right-of-use assets and lease liabilities on the balance sheet. This ASU will be effective for us beginning January 1, 2019. Early adoption is permitted. The ASU must be adopted using a modified retrospective transition approach at the beginning of the earliest comparative period in the consolidated financial statements. We own most of our manufacturing facilities, but lease various office space throughout the world. We are currently evaluating the impact this ASU will have on our consolidated financial statements.

In March 2016, the FASB issued ASU 2016-09—Improvements to Employee Share-Based Payment Accounting. This ASU simplifies several aspects of the accounting for employee share-based payments, including the accounting for employer tax withholding on share-based compensation, forfeitures and the financial statement presentation of excess tax benefits and deficiencies. The ASU also clarifies the statement of cash flows presentation for certain components of share-based awards. The ASU will be effective for us beginning January 1, 2017. Early adoption is permitted. We are currently assessing the impact this ASU will have on our consolidated financial statements.

There are no other recently issued accounting pronouncements that we have not yet adopted that are expected to have a material effect on our financial position, results of operations or cash flows.

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Significant Accounting Policies (Tables)

3 Months Ended

Mar. 31, 2016

Accounting Policies [Abstract]

Summary of Expenses in Special Items

“Special items” included (in millions):

	Three Months Ended March 31,
	2016		2015
Biomet-related
Consulting and professional fees	$	36.1	$	24.2
Employee termination benefits		4.1		0.4
Dedicated project personnel		21.7		1.0
Relocated facilities		7.1		—
Contract terminations		10.1		—
Information technology integration		1.4		—
Other		4.0		0.2
Other
Consulting and professional fees		6.9		39.7
Employee termination benefits		—		0.1
Dedicated project personnel		1.8		12.4
Impairment/loss on disposal of assets		—		2.3
Relocated facilities		0.2		0.5
Information technology integration		0.1		—
Contingent consideration adjustments		—		2.3
Accelerated software amortization		—		1.5
Other		0.6		2.2
Special items	$	94.1	$	86.8

Summary of Liabilities Related to Integration Plans

The following table summarizes the liabilities related to these integration plans (in millions):

	Employee Termination Benefits			Contract Terminations			Total
Balance at December 31, 2015	$	46.8		$	56.0		$	102.8
Additions		4.1			10.1			14.2
Cash payments		(19.2	)		(26.1	)		(45.3	)
Foreign currency exchange rate changes		0.2			0.1			0.3
Balance at March 31, 2016	$	31.9		$	40.1		$	72.0

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Biomet Merger (Tables)

3 Months Ended

Mar. 31, 2016

Business Combinations [Abstract]

Summary of Preliminary Fair Values of Assets Acquired and Liabilities Assumed

The following table summarizes our estimate of the preliminary fair values of the assets acquired and liabilities assumed at the Closing Date (in millions):

	Closing Date (as adjusted as of December 31, 2015)		Adjustments			Closing Date (as adjusted as of March 31, 2016)
Cash	$	494.8	$	—		$	494.8
Accounts receivable, net		529.0		(0.9	)		528.1
Inventory		1,245.7		(8.2	)		1,237.5
Other current assets		26.4		—			26.4
Property, plant and equipment		791.4		(8.1	)		783.3
Intangible assets not subject to amortization:
Trademarks and trade names		479.0		—			479.0
In-process research and development (IPR&D)		246.0		—			246.0
Intangible assets subject to amortization:
Technology		2,492.1		(160.0	)		2,332.1
Customer relationships		4,956.0		(10.0	)		4,946.0
Trademarks and trade names		389.0		(29.0	)		360.0
Other assets		241.1		6.5			247.6
Goodwill		7,573.9		143.3			7,717.2
Total assets acquired		19,464.4		(66.4	)		19,398.0
Current liabilities		628.1		(13.1	)		615.0
Long-term debt		2,740.0		—			2,740.0
Deferred taxes		4,097.5		(50.9	)		4,046.6
Other long-term liabilities		58.9		(2.4	)		56.5
Total liabilities assumed		7,524.5		(66.4	)		7,458.1
Net assets acquired	$	11,939.9	$	—		$	11,939.9

Changes in Carrying Amount of Goodwill

The following table summarizes the changes in the carrying amount of our goodwill (in millions):

	Americas		EMEA		Asia Pacific		Product Category Operating Segments			Total
Balance at December 31, 2015
Goodwill	$	7,328.0	$	1,291.0	$	548.9	$	1,139.3		$	10,307.2
Accumulated impairment loss		—		—		—		(373.0	)		(373.0	)
		7,328.0		1,291.0		548.9		766.3			9,934.2
Biomet purchase accounting adjustments		100.7		11.1		8.4		23.1			143.3
Currency translation		35.6		18.4		8.3		3.1			65.4
Balance at March 31, 2016
Goodwill		7,464.3		1,320.5		565.6		1,165.5			10,515.9
Accumulated impairment loss		—		—		—		(373.0	)		(373.0	)
	$	7,464.3	$	1,320.5	$	565.6	$	792.5		$	10,142.9

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Inventories (Tables)

3 Months Ended

Mar. 31, 2016

Inventory Disclosure [Abstract]

Summary of Inventories

	March 31, 2016		December 31, 2015
	(in millions)
Finished goods	$	1,695.7	$	1,827.9
Work in progress		134.1		146.1
Raw materials		253.1		280.1
Inventories	$	2,082.9	$	2,254.1

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Property, Plant and Equipment (Tables)

3 Months Ended

Mar. 31, 2016

Property, Plant and Equipment [Abstract]

Summary of Property, Plant and Equipment

	March 31, 2016			December 31, 2015
	(in millions)
Land	$	39.4		$	39.6
Buildings and equipment		1,782.2			1,789.3
Capitalized software costs		368.3			330.1
Instruments		2,215.8			2,160.5
Construction in progress		115.5			108.4
		4,521.2			4,427.9
Accumulated depreciation		(2,482.2	)		(2,365.3	)
Property, plant and equipment, net	$	2,039.0		$	2,062.6

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Investments (Tables)

3 Months Ended

Mar. 31, 2016

Investments, Debt and Equity Securities [Abstract]

Investments in Short and Long-Term Classified as Available-for-Sale Securities

We invest in short and long-term investments classified as available-for-sale securities. Information regarding our investments is as follows (in millions):

	Amortized Cost		Gross Unrealized
			Gains		Losses			Fair Value
As of March 31, 2016
Corporate debt securities	$	49.9	$	0.1	$	(0.1	)	$	49.9
As of December 31, 2015
Corporate debt securities	$	245.7	$	0.1	$	(0.4	)	$	245.4
U.S. government and agency debt securities		21.6		—		(0.1	)		21.5
Commercial paper		4.2		—		—			4.2
Certificates of deposit		2.0		—		—			2.0
Total short and long-term investments	$	273.5	$	0.1	$	(0.5	)	$	273.1

Cost and Fair Value of Available-for-Sale Fixed-Maturity Securities by Contractual Maturity

The amortized cost and fair value of our available-for-sale fixed-maturity securities by contractual maturity are as follows (in millions):

	March 31, 2016
	Amortized Cost		Fair Value
Due in one year or less	$	13.4	$	13.4
Due after one year through two years		36.5		36.5
Total	$	49.9	$	49.9

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Other Current Liabilities (Tables)

3 Months Ended

Mar. 31, 2016

Other Liabilities Disclosure [Abstract]

Summary of Other Current Liabilities

	March 31, 2016		December 31, 2015
	(in millions)
Other current liabilities:
Salaries, wages and benefits	$	190.3	$	265.9
Accrued interest		108.6		77.2
Accrued liabilities		797.5		842.8
Total other current liabilities	$	1,096.4	$	1,185.9

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Debt (Tables)

3 Months Ended

Mar. 31, 2016

Debt Disclosure [Abstract]

Summary of Debt Instruments

Our debt consisted of the following (in millions):

	March 31, 2016			December 31, 2015
Long-term debt
1.450% Senior Notes due 2017	$	500.0		$	500.0
2.000% Senior Notes due 2018		1,150.0			1,150.0
4.625% Senior Notes due 2019		500.0			500.0
2.700% Senior Notes due 2020		1,500.0			1,500.0
3.375% Senior Notes due 2021		300.0			300.0
3.150% Senior Notes due 2022		750.0			750.0
3.550% Senior Notes due 2025		2,000.0			2,000.0
4.250% Senior Notes due 2035		500.0			500.0
5.750% Senior Notes due 2039		500.0			500.0
4.450% Senior Notes due 2045		1,250.0			1,250.0
U.S. Term Loan		2,100.0			2,500.0
Japan Term Loan		103.2			96.8
Other long-term debt		4.6			4.6
Debt discount and issuance costs		(78.0	)		(80.8	)
Adjustment related to interest rate swaps		37.6			26.8
Total long-term debt	$	11,117.4		$	11,497.4

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Accumulated Other Comprehensive Income (Tables)

3 Months Ended

Mar. 31, 2016

Equity [Abstract]

Changes in Components of Other Comprehensive Income, Net of Tax

The following table shows the changes in the components of OCI, net of tax (in millions):

	Foreign Currency Translation			Cash Flow Hedges			Unrealized (Losses) Gains on Securities			Defined Benefit Plan Items
Balance at December 31, 2015	$	(193.4	)	$	29.8		$	(0.6	)	$	(164.8	)
OCI before reclassifications		134.2			(44.1	)		0.4			18.0
Reclassifications		—			(24.4	)		—			2.0
Balance at March 31, 2016	$	(59.2	)	$	(38.7	)	$	(0.2	)	$	(144.8	)

Reclassification Adjustments from Accumulated Other Comprehensive Income

The following table shows the reclassification adjustments from OCI (in millions):

	Amount of Gain (Loss) Reclassified from OCI
	Three Months Ended March 31,						Location on Statement of Earnings
Component of OCI	2016			2015
Cash flow hedges
Foreign exchange forward contracts	$	32.1		$	28.1		Cost of products sold
Forward starting interest rate swaps		(0.4	)		(0.1	)	Interest expense
		31.7			28.0		Total before tax
		7.3			6.4		Provision for income taxes
	$	24.4		$	21.6		Net of tax
Defined benefit plans
Prior service cost	$	1.9		$	1.1		*
Unrecognized actuarial (loss)		(5.0	)		(4.3	)	*
		(3.1	)		(3.2	)	Total before tax
		(1.1	)		0.7		(Benefit) provision for income taxes
	$	(2.0	)	$	(3.9	)	Net of tax
Total reclassifications	$	22.4		$	17.7		Net of tax

* These OCI components are included in the computation of net periodic pension expense (see Note 13).

Tax Effects on Each Component of Other Comprehensive Income Recognized in Statements of Comprehensive Income

The following table shows the tax effects on each component of OCI recognized in our condensed consolidated statements of comprehensive income (in millions):

	Three Months Ended March 31, 2016
	Before Tax			Tax			Net of Tax
Foreign currency cumulative translation adjustments	$	134.2		$	—		$	134.2
Unrealized cash flow hedge losses		(56.5	)		(12.4	)		(44.1	)
Reclassification adjustments on foreign currency hedges		(31.7	)		(7.3	)		(24.4	)
Unrealized gains on securities		0.4			—			0.4
Adjustments to prior service cost and unrecognized actuarial assumptions		21.4			1.4			20.0
Total Other Comprehensive Gain (Loss)	$	67.8		$	(18.3	)	$	86.1
	Three Months Ended March 31, 2015
	Before Tax			Tax			Net of Tax
Foreign currency cumulative translation adjustments	$	(149.9	)	$	—		$	(149.9	)
Unrealized cash flow hedge gains (losses)		51.7			(0.7	)		52.4
Reclassification adjustments on foreign currency hedges		(28.0	)		(6.4	)		(21.6	)
Unrealized gains on securities		0.6			—			0.6
Adjustments to prior service cost and unrecognized actuarial assumptions		3.2			(0.7	)		3.9
Total Other Comprehensive Loss	$	(122.4	)	$	(7.8	)	$	(114.6	)

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Fair Value Measurement of Assets and Liabilities (Tables)

3 Months Ended

Mar. 31, 2016

Fair Value Disclosures [Abstract]

Fair Value Measurement of Assets and Liabilities

The following assets and liabilities are recorded at fair value on a recurring basis (in millions):

	As of March 31, 2016
	Recorded Balance		Fair Value Measurements at Reporting Date Using:
Description			Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets
Available-for-sale securities
Corporate debt securities	$	49.9	$	—	$	49.9	$	—
Total available-for-sale securities		49.9		—		49.9		—
Derivatives, current and long-term
Foreign currency forward contracts and options		32.9		—		32.9		—
Interest rate swaps		37.6		—		37.6		—
	$	120.4	$	—	$	120.4	$	—
Liabilities
Derivatives, current and long-term	$	21.5	$	—	$	21.5	$	—
Foreign currency forward contracts and options	$	21.5	$	—	$	21.5	$	—

	As of December 31, 2015
	Recorded Balance		Fair Value Measurements at Reporting Date Using:
Description			Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets
Available-for-sale securities
Corporate debt securities	$	245.4	$	—	$	245.4	$	—
U.S. government and agency debt securities		21.5		—		21.5		—
Commercial paper		4.2		—		4.2		—
Certificates of deposit		2.0		—		2.0		—
Total available-for-sale securities		273.1		—		273.1		—
Derivatives, current and long-term
Foreign currency forward contracts and options		96.9		—		96.9		—
Interest rate swaps		26.8		—		26.8		—
	$	396.8	$	—	$	396.8	$	—
Liabilities
Derivatives, current and long-term
Foreign currency forward contracts and options	$	1.6	$	—	$	1.6	$	—
	$	1.6	$	—	$	1.6	$	—

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Derivative Instruments and Hedging Activities (Tables)

3 Months Ended

Mar. 31, 2016

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Instruments Designated as Fair Value Hedges

Derivative instruments designated as fair value hedges had the following effects on our condensed consolidated statements of earnings (in millions):

			Gain (Loss) on Instrument				Gain (Loss) on Hedged Item
			Three Months Ended				Three Months Ended
	Location on Statement of Earnings		March 31,				March 31,
Derivative Instrument			2016		2015		2016			2015
Interest rate swaps		Interest expense	$	10.8	$	7.2	$	(10.8	)	$	(7.2	)

Gross Unrealized Losses from Derivative Instruments

Derivative instruments designated as cash flow hedges had the following effects, before taxes, on OCI and net earnings on our condensed consolidated statements of earnings, condensed consolidated statements of comprehensive income and condensed consolidated balance sheets (in millions):

Derivative Instrument	Amount of Gain (Loss) Recognized in OCI						Location on Statement of Earnings		Amount of Gain (Loss) Reclassified from OCI
	Three Months Ended March 31,								Three Months Ended March 31,
	2016			2015					2016			2015
Foreign exchange forward contracts	$	(56.5	)	$	90.0			Cost of products sold	$	32.1		$	28.1
Forward starting interest rate swaps		—			(38.3	)		Interest expense		(0.4	)		(0.1	)
	$	(56.5	)	$	51.7				$	31.7		$	28.0

Derivative Instruments Not Designated as Hedging Instruments

The following (losses) gains from these derivative instruments were recognized on our condensed consolidated statements of earnings (in millions):

Derivative Instrument	Location on Statement of Earnings		Three Months Ended March 31,
			2016			2015
Foreign exchange forward contracts		Other expense, net	$	(21.3	)	$	15.2

Fair Value of Derivative Instruments on Gross Basis

The fair value of derivative instruments on a gross basis is as follows (in millions):

	March 31, 2016			December 31, 2015
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Asset Derivatives
Foreign exchange forward contracts	Other current assets	$	56.1	Other current assets	$	100.5
Foreign exchange forward contracts	Other assets		5.6	Other assets		19.8
Interest rate swaps	Other assets		37.6	Other assets		26.8
Total asset derivatives		$	99.3		$	147.1
Liability Derivatives
Foreign exchange forward contracts	Other current liabilities	$	29.6	Other current liabilities	$	16.7
Foreign exchange forward contracts	Other long-term liabilities		20.7	Other long-term liabilities		8.3
Total liability derivatives		$	50.3		$	25.0

Schedule of Effects of Master Netting Agreements on Condensed Consolidated Balance Sheets

The table below presents the effects of our master netting agreements on our condensed consolidated balance sheets (in millions):

		As of March 31, 2016						As of December 31, 2015
Description	Location	Gross Amount		Offset		Net Amount in Balance Sheet		Gross Amount		Offset		Net Amount in Balance Sheet
Asset Derivatives
Cash flow hedges	Other current assets	$	56.1		23.6	$	32.5	$	100.5	$	16.3	$	84.2
Cash flow hedges	Other assets		5.6		5.2		0.4		19.8		7.1		12.7
Liability Derivatives
Cash flow hedges	Other current liabilities		29.6		23.6		6.0		16.7		16.3		0.4
Cash flow hedges	Other long-term liabilities		20.7		5.2		15.5		8.3		7.1		1.2

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Retirement Benefit Plans (Tables)

3 Months Ended

Mar. 31, 2016

Compensation and Retirement Disclosure [Abstract]

Components of Net Pension Expense

The components of net periodic pension expense for our U.S. and foreign defined benefit pension plans are as follows (in millions):

	Three Months Ended March 31,
	2016			2015
Service cost	$	7.5		$	7.6
Interest cost		7.2			5.5
Expected return on plan assets		(12.7	)		(10.9	)
Curtailment gain		(0.3	)		—
Amortization of prior service cost		(1.9	)		(1.1	)
Amortization of unrecognized actuarial loss		5.0			4.3
Net periodic pension expense	$	4.8		$	5.4

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Earnings Per Share (Tables)

3 Months Ended

Mar. 31, 2016

Earnings Per Share [Abstract]

Reconciliation of Weighted Average Shares for Basic and Diluted Shares Computations

The following is a reconciliation of weighted average shares for the basic and diluted shares computations (in millions):

	Three Months Ended March 31,
	2016		2015
Weighted average shares outstanding for basic net earnings per share		200.1		170.0
Effect of dilutive stock options and other equity awards		1.9		2.9
Weighted average shares outstanding for diluted net earnings per share		202.0		172.9

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Segment Information (Tables)

3 Months Ended

Mar. 31, 2016

Segment Reporting [Abstract]

Summary of Net sales and Operating Profit by Segment

Net sales and operating profit by segment are as follows (in millions):

	Net Sales				Operating Profit
	Three Months Ended March 31,				Three Months Ended March 31,
	2016		2015		2016			2015
Americas	$	984.7	$	577.7	$	535.0		$	296.8
EMEA		416.6		281.2		141.3			109.5
Asia Pacific		256.6		187.5		110.6			97.7
Product Category Operating Segments		246.1		88.0		58.2			14.1
Global Operations and Corporate Functions		—		—		(206.0	)		(137.1	)
Total	$	1,904.0	$	1,134.4
Inventory step-up and other inventory and manufacturing related charges						(172.9	)		(3.9	)
Intangible asset amortization						(126.6	)		(20.4	)
Special items						(94.1	)		(86.8	)
Operating profit					$	245.5		$	269.9

Summary of Net Sales by Product Category

Net sales by product category are as follows (in millions):

	Three Months Ended March 31,
	2016		2015
Knees	$	703.3	$	463.9
Hips		467.9		311.4
S.E.T		401.1		218.4
Dental		108.6		55.8
Spine & CMF		141.2		49.5
Other		81.9		35.4
Total	$	1,904.0	$	1,134.4

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Significant Accounting Policies - Summary of Expenses in Special Items (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Biomet-related
Consulting and professional fees	$ 36.1	$ 24.2
Employee termination benefits	4.1	0.4
Dedicated project personnel	21.7	1.0
Relocated facilities	7.1
Contract terminations	10.1
Information technology integration	1.4
Other	4.0	0.2
Other
Consulting and professional fees	6.9	39.7
Employee termination benefits		0.1
Dedicated project personnel	1.8	12.4
Impairment/loss on disposal of assets		2.3
Relocated facilities	0.2	0.5
Information technology integration	0.1
Contingent consideration adjustments		2.3
Accelerated software amortization		1.5
Other	0.6	2.2
Special items	$ 94.1	$ 86.8

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Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2015	Mar. 31, 2016
Business And Significant Accounting Policies [Line Items]
Reclassification of other current assets to debt	$ 9.2
Decrease in long-term debt	58.9
Reclassification of other assets to debt	$ 49.7
Employee Severance [Member]
Business And Significant Accounting Policies [Line Items]
Restructuring Cost		$ 170.0
Cumulative restructuring cost		105.1
Contract Terminations [Member]
Business And Significant Accounting Policies [Line Items]
Restructuring Cost		130.0
Cumulative restructuring cost		$ 105.1

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Significant Accounting Policies - Summary of Liabilities Related to Integration Plans (Detail) $ in Millions	3 Months Ended
	Mar. 31, 2016 USD ($)
Schedule Of Business Acquisitions Liabilities Related To Integration Plans [Line Items]
Beginning Balance	$ 102.8
Additions	14.2
Cash payments	(45.3)
Foreign currency exchange rate changes	0.3
Closing Balance	72.0
Employee Termination Benefits [Member]
Schedule Of Business Acquisitions Liabilities Related To Integration Plans [Line Items]
Beginning Balance	46.8
Additions	4.1
Cash payments	(19.2)
Foreign currency exchange rate changes	0.2
Closing Balance	31.9
Contract Terminations [Member]
Schedule Of Business Acquisitions Liabilities Related To Integration Plans [Line Items]
Beginning Balance	56.0
Additions	10.1
Cash payments	(26.1)
Foreign currency exchange rate changes	0.1
Closing Balance	$ 40.1

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Biomet Merger - Additional Information (Detail) - USD ($) $ in Millions		3 Months Ended
	Jun. 24, 2015	Mar. 31, 2016
Business Acquisition [Line Items]
Net assets acquired		$ 11,939.9
Decrease to intangible asset amortization		$ (6.7)
LVB Acquisition Inc [Member]
Business Acquisition [Line Items]
Total consideration	$ 12,030.3
Biomet merger consideration compensation expense	90.4
Net assets acquired	$ 11,939.9

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Biomet Merger - Summary of Preliminary Fair Values of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Business Acquisition [Line Items]
Cash	$ 494.8
Accounts receivable, net	528.1
Inventory	1,237.5
Other current assets	26.4
Property, plant and equipment	783.3
Other assets	247.6
Goodwill	10,142.9	$ 9,934.2
Total assets acquired	19,398.0
Current liabilities	615.0
Long-term debt	2,740.0
Deferred taxes	4,046.6
Other long-term liabilities	56.5
Total liabilities assumed	7,458.1
Net assets acquired	11,939.9
In Process Research and Development (IPR&D) [Member]
Business Acquisition [Line Items]
Intangible assets not subject to amortization	246.0
Technology [Member]
Business Acquisition [Line Items]
Intangible assets subject to amortization	2,332.1
Customer Relationships [Member]
Business Acquisition [Line Items]
Intangible assets subject to amortization	4,946.0
Trademarks and Trade Names [Member]
Business Acquisition [Line Items]
Intangible assets not subject to amortization	479.0
Intangible assets subject to amortization	360.0
As Reported [Member]
Business Acquisition [Line Items]
Cash		494.8
Accounts receivable, net		529.0
Inventory		1,245.7
Other current assets		26.4
Property, plant and equipment		791.4
Other assets		241.1
Goodwill		7,573.9
Total assets acquired		19,464.4
Current liabilities		628.1
Long-term debt		2,740.0
Deferred taxes		4,097.5
Other long-term liabilities		58.9
Total liabilities assumed		7,524.5
Net assets acquired		11,939.9
As Reported [Member] | In Process Research and Development (IPR&D) [Member]
Business Acquisition [Line Items]
Intangible assets not subject to amortization		246.0
As Reported [Member] | Technology [Member]
Business Acquisition [Line Items]
Intangible assets subject to amortization		2,492.1
As Reported [Member] | Customer Relationships [Member]
Business Acquisition [Line Items]
Intangible assets subject to amortization		4,956.0
As Reported [Member] | Trademarks and Trade Names [Member]
Business Acquisition [Line Items]
Intangible assets not subject to amortization		479.0
Intangible assets subject to amortization		$ 389.0
Adjustments [Member]
Business Acquisition [Line Items]
Accounts receivable, net	(0.9)
Inventory	(8.2)
Property, plant and equipment	(8.1)
Other assets	6.5
Goodwill	143.3
Total assets acquired	(66.4)
Current liabilities	(13.1)
Deferred taxes	(50.9)
Other long-term liabilities	(2.4)
Total liabilities assumed	(66.4)
Adjustments [Member] | Technology [Member]
Business Acquisition [Line Items]
Intangible assets subject to amortization	(160.0)
Adjustments [Member] | Customer Relationships [Member]
Business Acquisition [Line Items]
Intangible assets subject to amortization	(10.0)
Adjustments [Member] | Trademarks and Trade Names [Member]
Business Acquisition [Line Items]
Intangible assets subject to amortization	$ (29.0)

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Biomet Merger - Changes in Carrying Amount of Goodwill (Detail) $ in Millions	3 Months Ended
	Mar. 31, 2016 USD ($)
Goodwill [Line Items]
Goodwill, Beginning Balance	$ 10,307.2
Accumulated impairment loss, Beginning Balance	(373.0)
Goodwill, net of accumulated impairment loss, Beginning Balance	9,934.2
Biomet purchase accounting adjustments	143.3
Currency translation	65.4
Goodwill, Ending Balance	10,515.9
Accumulated impairment loss, Ending Balance	(373.0)
Goodwill, net of accumulated impairment loss, Ending Balance	10,142.9
Americas [Member]
Goodwill [Line Items]
Goodwill, Beginning Balance	7,328.0
Goodwill, net of accumulated impairment loss, Beginning Balance	7,328.0
Biomet purchase accounting adjustments	100.7
Currency translation	35.6
Goodwill, Ending Balance	7,464.3
Goodwill, net of accumulated impairment loss, Ending Balance	7,464.3
EMEA [Member]
Goodwill [Line Items]
Goodwill, Beginning Balance	1,291.0
Goodwill, net of accumulated impairment loss, Beginning Balance	1,291.0
Biomet purchase accounting adjustments	11.1
Currency translation	18.4
Goodwill, Ending Balance	1,320.5
Goodwill, net of accumulated impairment loss, Ending Balance	1,320.5
Asia Pacific [Member]
Goodwill [Line Items]
Goodwill, Beginning Balance	548.9
Goodwill, net of accumulated impairment loss, Beginning Balance	548.9
Biomet purchase accounting adjustments	8.4
Currency translation	8.3
Goodwill, Ending Balance	565.6
Goodwill, net of accumulated impairment loss, Ending Balance	565.6
Product Category Operating Segments [Member]
Goodwill [Line Items]
Goodwill, Beginning Balance	1,139.3
Accumulated impairment loss, Beginning Balance	(373.0)
Goodwill, net of accumulated impairment loss, Beginning Balance	766.3
Biomet purchase accounting adjustments	23.1
Currency translation	3.1
Goodwill, Ending Balance	1,165.5
Accumulated impairment loss, Ending Balance	(373.0)
Goodwill, net of accumulated impairment loss, Ending Balance	$ 792.5

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Inventories - Summary of Inventories (Detail) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Inventory Disclosure [Abstract]
Finished goods	$ 1,695.7	$ 1,827.9
Work in progress	134.1	146.1
Raw materials	253.1	280.1
Inventories	$ 2,082.9	$ 2,254.1

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Inventories - Additional Information (Detail) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Biomet [Member]
Inventory [Line Items]
Finished goods inventory step-up	$ 139.4	$ 284.4

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Property, Plant and Equipment - Summary of Property, Plant and Equipment (Detail) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Property, Plant and Equipment [Line Items]
Property, plant and equipment, Gross	$ 4,521.2	$ 4,427.9
Accumulated depreciation	(2,482.2)	(2,365.3)
Property, plant and equipment, net	2,039.0	2,062.6
Land [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, Gross	39.4	39.6
Buildings And Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, Gross	1,782.2	1,789.3
Capitalized Software Costs [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, Gross	368.3	330.1
Instruments [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, Gross	2,215.8	2,160.5
Construction in Progress [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, Gross	$ 115.5	$ 108.4

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Investments - Investments in Short and Long-Term Classified as Available-for-Sale Securities (Detail) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Schedule of Available-for-sale Securities [Line Items]
Available-for-sale Securities, Amortized Cost	$ 49.9	$ 273.5
Available-for-sale Securities, Gross Unrealized Gains		0.1
Available-for-sale Securities, Gross Unrealized Losses		(0.5)
Available-for-sale Securities, Fair Value	49.9	273.1
Corporate Debt Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Available-for-sale Securities, Amortized Cost	49.9	245.7
Available-for-sale Securities, Gross Unrealized Gains	0.1	0.1
Available-for-sale Securities, Gross Unrealized Losses	(0.1)	(0.4)
Available-for-sale Securities, Fair Value	$ 49.9	245.4
U.S. Government and Agency Debt Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Available-for-sale Securities, Amortized Cost		21.6
Available-for-sale Securities, Gross Unrealized Losses		(0.1)
Available-for-sale Securities, Fair Value		21.5
Commercial Paper [Member]
Schedule of Available-for-sale Securities [Line Items]
Available-for-sale Securities, Amortized Cost		4.2
Available-for-sale Securities, Fair Value		4.2
Certificates of Deposit [Member]
Schedule of Available-for-sale Securities [Line Items]
Available-for-sale Securities, Amortized Cost		2.0
Available-for-sale Securities, Fair Value		$ 2.0

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Investments - Cost and Fair Value of Available-for-Sale Fixed-Maturity Securities by Contractual Maturity (Detail) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Amortized Cost and Fair Value Debt Securities [Abstract]
Available-for-sale Securities, Debt Maturities, Due in One Year or less, Amortized Cost	$ 13.4
Available-for-sale Securities, Debt Maturities, Due after One year through two Years, Amortized Cost	36.5
Available-for-sale Securities, Amortized Cost	49.9	$ 273.5
Available-for-sale Securities, Debt Maturities, Due in One Year or less, Fair Value	13.4
Available-for-sale Securities, Debt Maturities, Due after One year through two Years, Fair Value	36.5
Available-for-sale Securities, Fair Value	$ 49.9	$ 273.1

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Other Current Liabilities - Summary of Other Current Liabilities (Detail) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Other current liabilities:
Salaries, wages and benefits	$ 190.3	$ 265.9
Accrued interest	108.6	77.2
Accrued liabilities	797.5	842.8
Total other current liabilities	$ 1,096.4	$ 1,185.9

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Debt - Summary of Debt Instruments (Detail) $ in Millions, ¥ in Billions	Mar. 31, 2016 USD ($)	Mar. 31, 2016 JPY (¥)	Dec. 31, 2015 USD ($)
Long-term debt
Senior Notes due	$ 8,950.0
Other long-term debt	4.6		$ 4.6
Debt discount and issuance costs	(78.0)		(80.8)
Adjustment related to interest rate swaps	37.6		26.8
Total long-term debt	11,117.4		11,497.4
Senior Notes [Member] | 1.450% [Member] | Due in 2017 [Member]
Long-term debt
Senior Notes due	500.0		500.0
Senior Notes [Member] | 2.0% [Member] | Due in 2018 [Member]
Long-term debt
Senior Notes due	1,150.0		1,150.0
Senior Notes [Member] | 4.625% [Member] | Due in 2019 [Member]
Long-term debt
Senior Notes due	500.0		500.0
Senior Notes [Member] | 2.70% [Member] | Due in 2020 [Member]
Long-term debt
Senior Notes due	1,500.0		1,500.0
Senior Notes [Member] | 3.375% [Member] | Due in 2021 [Member]
Long-term debt
Senior Notes due	300.0		300.0
Senior Notes [Member] | 3.150% [Member] | Due in 2022 [Member]
Long-term debt
Senior Notes due	750.0		750.0
Senior Notes [Member] | 3.550% [Member] | Due in 2025 [Member]
Long-term debt
Senior Notes due	2,000.0		2,000.0
Senior Notes [Member] | 4.250% [Member] | Due in 2035 [Member]
Long-term debt
Senior Notes due	500.0		500.0
Senior Notes [Member] | 5.750% [Member] | Due in 2039 [Member]
Long-term debt
Senior Notes due	500.0		500.0
Senior Notes [Member] | 4.450% [Member] | Due in 2045 [Member]
Long-term debt
Senior Notes due	1,250.0		1,250.0
U.S. Term Loan [Member]
Long-term debt
Term loan	2,100.0		2,500.0
Japan Term Loan [Member]
Long-term debt
Term loan	$ 103.2	¥ 11.7	$ 96.8

XML

Debt - Summary of Debt Instruments (Parenthetical) (Detail) - Senior Notes [Member]	Mar. 31, 2016	Dec. 31, 2015
1.450% [Member] | Due in 2017 [Member]
Debt Instrument [Line Items]
Interest rate of Senior Notes	1.45%	1.45%
2.0% [Member] | Due in 2018 [Member]
Debt Instrument [Line Items]
Interest rate of Senior Notes	2.00%	2.00%
4.625% [Member] | Due in 2019 [Member]
Debt Instrument [Line Items]
Interest rate of Senior Notes	4.625%	4.625%
2.70% [Member] | Due in 2020 [Member]
Debt Instrument [Line Items]
Interest rate of Senior Notes	2.70%	2.70%
3.375% [Member] | Due in 2021 [Member]
Debt Instrument [Line Items]
Interest rate of Senior Notes	3.375%	3.375%
3.150% [Member] | Due in 2022 [Member]
Debt Instrument [Line Items]
Interest rate of Senior Notes	3.15%	3.15%
3.550% [Member] | Due in 2025 [Member]
Debt Instrument [Line Items]
Interest rate of Senior Notes	3.55%	3.55%
4.250% [Member] | Due in 2035 [Member]
Debt Instrument [Line Items]
Interest rate of Senior Notes	4.25%	4.25%
5.750% [Member] | Due in 2039 [Member]
Debt Instrument [Line Items]
Interest rate of Senior Notes	5.75%	5.75%
4.450% [Member] | Due in 2045 [Member]
Debt Instrument [Line Items]
Interest rate of Senior Notes	4.45%	4.45%

XML

Debt - Additional Information (Detail) ¥ in Billions	1 Months Ended	3 Months Ended
	Mar. 31, 2015 USD ($)	Mar. 31, 2016 USD ($) Ratio	Mar. 31, 2016 JPY (¥)	Dec. 31, 2015 USD ($)	Jun. 24, 2015 USD ($)
Debt Instrument [Line Items]
Aggregate principal amount of Senior Notes		$ 8,950,000,000
Other debt, debt discount and issuance costs and fair value adjustments		35,800,000
Payments on term loan		400,000,000
Proceeds from senior notes	$ 7,650,000,000
Estimated fair value of Senior Notes and term loan		9,113,800,000
Senior Credit Facility [Member]
Debt Instrument [Line Items]
Principal amount, unsecured credit facility		$ 4,350,000,000
Principal amount, term loan description		Senior credit agreement (the "Credit Agreement") that contains (i) a 5-year unsecured term loan facility in the principal amount of $3.0 billion (the "U.S. Term Loan Facility"), and (ii) a 5-year unsecured multicurrency revolving facility in the principal amount of $1.35 billion (the "Multicurrency Revolving Facility").
Leverage ratio description under line of credit facility on financial covenants		Financial covenants include a consolidated indebtedness to consolidated EBITDA ratio of no greater than 5.0 to 1.0 through June 24, 2016 and no greater than 4.5 to 1.0 thereafter.
U.S. Term Loan [Member]
Debt Instrument [Line Items]
Term loan current		$ 2,100,000,000
Term loan		2,100,000,000		$ 2,500,000,000
Principal amount, unsecured credit facility					$ 3,000,000,000
Principal payments due on a quarterly basis starting September 30, 2015, during first three years		75,000,000
Principal payments due on a quarterly basis starting September 30, 2015, during fourth year		112,500,000
Principal payments due on a quarterly basis starting September 30, 2015, during fifth year		412,500,000
Payments on term loan		900,000,000
Japan Term Loan [Member]
Debt Instrument [Line Items]
Term loan		$ 103,200,000	¥ 11.7	96,800,000
Maturity date of term loan		May 31, 2018
Estimated fair value of Senior Notes and term loan		$ 102,300,000
Term Loan [Member] | Senior Credit Facility [Member]
Debt Instrument [Line Items]
Principal amount, unsecured credit facility		$ 3,000,000,000
Debt instrument term		5 years
Multicurrency Revolving Facility [Member]
Debt Instrument [Line Items]
Outstanding Senior Credit Facility		$ 0
Multicurrency Revolving Facility [Member] | Senior Credit Facility [Member]
Debt Instrument [Line Items]
Principal amount, unsecured credit facility		$ 1,350,000,000
Debt instrument term		5 years
Term Loan Through June 24, 2016 [Member]
Debt Instrument [Line Items]
Maximum Leverage Ratio | Ratio		5.0
Thereafter Term Loan [Member]
Debt Instrument [Line Items]
Maximum Leverage Ratio | Ratio		4.5
1.450% [Member] | Due in 2017 [Member] | Senior Notes [Member]
Debt Instrument [Line Items]
Aggregate principal amount of Senior Notes		$ 500,000,000		$ 500,000,000
Interest rate of Senior Notes		1.45%	1.45%	1.45%
2.0% [Member] | Due in 2018 [Member] | Senior Notes [Member]
Debt Instrument [Line Items]
Aggregate principal amount of Senior Notes		$ 1,150,000,000		$ 1,150,000,000
Interest rate of Senior Notes		2.00%	2.00%	2.00%
2.70% [Member] | Due in 2020 [Member] | Senior Notes [Member]
Debt Instrument [Line Items]
Aggregate principal amount of Senior Notes		$ 1,500,000,000		$ 1,500,000,000
Interest rate of Senior Notes		2.70%	2.70%	2.70%
3.150% [Member] | Due in 2022 [Member] | Senior Notes [Member]
Debt Instrument [Line Items]
Aggregate principal amount of Senior Notes		$ 750,000,000		$ 750,000,000
Interest rate of Senior Notes		3.15%	3.15%	3.15%
3.550% [Member] | Due in 2025 [Member] | Senior Notes [Member]
Debt Instrument [Line Items]
Aggregate principal amount of Senior Notes		$ 2,000,000,000		$ 2,000,000,000
Interest rate of Senior Notes		3.55%	3.55%	3.55%
4.250% [Member] | Due in 2035 [Member] | Senior Notes [Member]
Debt Instrument [Line Items]
Aggregate principal amount of Senior Notes		$ 500,000,000		$ 500,000,000
Interest rate of Senior Notes		4.25%	4.25%	4.25%
4.450% [Member] | Due in 2045 [Member] | Senior Notes [Member]
Debt Instrument [Line Items]
Aggregate principal amount of Senior Notes		$ 1,250,000,000		$ 1,250,000,000
Interest rate of Senior Notes		4.45%	4.45%	4.45%
3.375% Senior Notes due 2021 [Member]
Debt Instrument [Line Items]
Interest rate of Senior Notes		3.375%	3.375%
Minimum [Member] | 3.375% Senior Notes due 2021 [Member]
Debt Instrument [Line Items]
Debt instrument redemption period		1 month
Maximum [Member] | 3.375% Senior Notes due 2021 [Member]
Debt Instrument [Line Items]
Debt instrument redemption period		6 months

XML

Accumulated Other Comprehensive Income - Changes in Components of Other Comprehensive Income, Net of Tax (Detail) $ in Millions	3 Months Ended
	Mar. 31, 2016 USD ($)
Other Comprehensive Income Loss [Line Items]
Accumulated Other Comprehensive Income, Beginning Balance	$ (329.0)
Accumulated Other Comprehensive Income, Ending Balance	(242.9)
Foreign Currency Translation [Member]
Other Comprehensive Income Loss [Line Items]
Accumulated Other Comprehensive Income, Beginning Balance	(193.4)
OCI before reclassifications	134.2
Accumulated Other Comprehensive Income, Ending Balance	(59.2)
Unrealized (Losses) Gains on Securities [Member]
Other Comprehensive Income Loss [Line Items]
Accumulated Other Comprehensive Income, Beginning Balance	(0.6)
OCI before reclassifications	0.4
Accumulated Other Comprehensive Income, Ending Balance	(0.2)
Defined Benefit Plan Items [Member]
Other Comprehensive Income Loss [Line Items]
Accumulated Other Comprehensive Income, Beginning Balance	(164.8)
OCI before reclassifications	18.0
Reclassifications	2.0
Accumulated Other Comprehensive Income, Ending Balance	(144.8)
Cash Flow Hedges [Member]
Other Comprehensive Income Loss [Line Items]
Accumulated Other Comprehensive Income, Beginning Balance	29.8
OCI before reclassifications	(44.1)
Reclassifications	(24.4)
Accumulated Other Comprehensive Income, Ending Balance	$ (38.7)

XML

Accumulated Other Comprehensive Income - Reclassification Adjustments from Accumulated Other Comprehensive Income (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Other Comprehensive Income Loss [Line Items]
Cost of products sold	$ 635.2	$ 284.9
Earnings before income taxes	154.8	226.8
(Benefit) provision for income taxes	49.0	55.7
Reclassification out of Accumulated Other Comprehensive Income [Member]
Other Comprehensive Income Loss [Line Items]
Net of tax	22.4	17.7
Reclassification out of Accumulated Other Comprehensive Income [Member] | Cash Flow Hedges [Member]
Other Comprehensive Income Loss [Line Items]
Earnings before income taxes	31.7	28.0
(Benefit) provision for income taxes	7.3	6.4
Net of tax	24.4	21.6
Reclassification out of Accumulated Other Comprehensive Income [Member] | Cash Flow Hedges [Member] | Foreign Exchange Forward Contracts [Member]
Other Comprehensive Income Loss [Line Items]
Cost of products sold	32.1	28.1
Reclassification out of Accumulated Other Comprehensive Income [Member] | Cash Flow Hedges [Member] | Forward Starting Interest Rate Swaps [Member]
Other Comprehensive Income Loss [Line Items]
Interest expenses	(0.4)	(0.1)
Reclassification out of Accumulated Other Comprehensive Income [Member] | Defined Benefit Plan Items [Member]
Other Comprehensive Income Loss [Line Items]
Prior service cost	1.9	1.1
Unrecognized actuarial (loss)	(5.0)	(4.3)
Earnings before income taxes	(3.1)	(3.2)
(Benefit) provision for income taxes	(1.1)	0.7
Net of tax	$ (2.0)	$ (3.9)

XML

Accumulated Other Comprehensive Income - Tax Effects on Each Component of Other Comprehensive Income Recognized in Statements of Comprehensive Income (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Statement of Comprehensive Income [Abstract]
Foreign currency cumulative translation adjustments, Before Tax	$ 134.2	$ (149.9)
Unrealized cash flow hedge gains (losses), Before Tax	(56.5)	51.7
Reclassification adjustments on foreign currency hedges, Before Tax	(31.7)	(28.0)
Unrealized gains on securities, Before Tax	0.4	0.6
Adjustments to prior service cost and unrecognized actuarial assumptions, Before Tax	21.4	3.2
Total Other Comprehensive Gain (Loss), Before Tax	67.8	(122.4)
Foreign currency cumulative translation adjustments, Tax	0.0	0.0
Unrealized cash flow hedge gains (losses), Tax	(12.4)	(0.7)
Reclassification adjustments on foreign currency hedges, Tax	(7.3)	(6.4)
Unrealized gains on securities, Tax	0.0	0.0
Adjustments to prior service cost and unrecognized actuarial assumptions, Tax	1.4	(0.7)
Total Other Comprehensive Gain (Loss), Tax	(18.3)	(7.8)
Foreign currency cumulative translation adjustments, net of tax	134.2	(149.9)
Unrealized cash flow hedge gains (losses), net of tax	(44.1)	52.4
Reclassification adjustments on foreign currency hedges, net of tax	(24.4)	(21.6)
Unrealized gains on securities, net of tax	0.4	0.6
Adjustments to prior service cost and unrecognized actuarial assumptions, net of tax	20.0	3.9
Total Other Comprehensive Gain (Loss), net of tax	$ 86.1	$ (114.6)

XML

Fair Value Measurement of Assets and Liabilities - Fair Value Measurement of Assets and Liabilities (Detail) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Fair Value	$ 49.9	$ 273.1
Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Fair Value	49.9	273.1
Total fair value measurement of assets	120.4	396.8
Total fair value measurement of liabilities	21.5	1.6
Fair Value, Measurements, Recurring [Member] | Corporate Debt Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Fair Value	49.9	245.4
Fair Value, Measurements, Recurring [Member] | U.S. Government and Agency Debt Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Fair Value		21.5
Fair Value, Measurements, Recurring [Member] | Commercial Paper [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Fair Value		4.2
Fair Value, Measurements, Recurring [Member] | Certificates of Deposit [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Fair Value		2.0
Fair Value, Measurements, Recurring [Member] | Foreign Exchange Forward Contracts [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives, current and long-term	32.9	96.9
Derivatives, current and long-term	21.5	1.6
Fair Value, Measurements, Recurring [Member] | Interest Rate Swaps [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives, current and long-term	37.6	26.8
Fair Value Measurements at Reporting Date Using: Significant Other Observable Inputs (Level 2) [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Fair Value	49.9	273.1
Total fair value measurement of assets	120.4	396.8
Total fair value measurement of liabilities	21.5	1.6
Fair Value Measurements at Reporting Date Using: Significant Other Observable Inputs (Level 2) [Member] | Fair Value, Measurements, Recurring [Member] | Corporate Debt Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Fair Value	49.9	245.4
Fair Value Measurements at Reporting Date Using: Significant Other Observable Inputs (Level 2) [Member] | Fair Value, Measurements, Recurring [Member] | U.S. Government and Agency Debt Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Fair Value		21.5
Fair Value Measurements at Reporting Date Using: Significant Other Observable Inputs (Level 2) [Member] | Fair Value, Measurements, Recurring [Member] | Commercial Paper [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Fair Value		4.2
Fair Value Measurements at Reporting Date Using: Significant Other Observable Inputs (Level 2) [Member] | Fair Value, Measurements, Recurring [Member] | Certificates of Deposit [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Fair Value		2.0
Fair Value Measurements at Reporting Date Using: Significant Other Observable Inputs (Level 2) [Member] | Fair Value, Measurements, Recurring [Member] | Foreign Exchange Forward Contracts [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives, current and long-term	32.9	96.9
Derivatives, current and long-term	21.5	1.6
Fair Value Measurements at Reporting Date Using: Significant Other Observable Inputs (Level 2) [Member] | Fair Value, Measurements, Recurring [Member] | Interest Rate Swaps [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives, current and long-term	$ 37.6	$ 26.8

XML

Derivative Instruments and Hedging Activities - Additional Information (Detail) - USD ($)	1 Months Ended	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2016	Mar. 31, 2015
Derivative Instruments, Gain (Loss) [Line Items]
Derivative notional amount, Total	$ 1,000,000,000		$ 1,000,000,000
Loss on settlement of forward starting interest rate swaps	$ 97,600,000
Expected months of hedging of inter company sales of inventory to minimize the effects of foreign exchange rate movements		30 months
Amounts excluded from the assessment of hedge effectiveness		$ 0	$ 0
Fair value of outstanding derivative instruments, net unrealized loss deferred in other comprehensive income		62,100,000
Fair value of outstanding derivative instruments, gain, expected to be reclassified to earnings		51,200,000
Fair value of outstanding derivative instruments, gain, net of taxes expected to be reclassified to earnings		$ 38,500,000
4.450% Senior Notes due 2045 [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Interest rate of Senior Notes		4.45%
Hedged senior notes maturity period		30 years
4.625% Senior Notes due 2019 [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative notional amount, Total		$ 250,000,000
Interest rate of Senior Notes		4.625%
Description of terms of Interest rate Derivatives terms		Receive a fixed interest rate of 4.625 percent and pay variable interest equal to the three-month LIBOR plus an average of 133 basis points.
Description of variable interest rate basis		Three-month LIBOR
3.375% Senior Notes due 2021 [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative notional amount, Total		$ 300,000,000
Interest rate of Senior Notes		3.375%
Description of terms of Interest rate Derivatives terms		We receive a fixed interest rate of 3.375 percent and pay variable interest equal to the three-month LIBOR plus an average of 99 basis points.
Description of variable interest rate basis		Three-month LIBOR
LIBOR [Member] | 4.625% Senior Notes due 2019 [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Interest rate swap basis spread on variable rate		1.33%
LIBOR [Member] | 3.375% Senior Notes due 2021 [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Interest rate swap basis spread on variable rate		0.99%
Cash Flow Hedges [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Fair value of outstanding derivative instruments, unrealized loss net of taxes deferred in other comprehensive income		$ 38,700,000
U.S. Dollars [Member] | Foreign Exchange Contract [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative notional amount, Total		1,453,600,000
Swiss Francs [Member] | Foreign Exchange Contract [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative notional amount, Total		293,900,000
Minimum [Member] | Nondesignated [Member] | Foreign Exchange Forward Contracts [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative notional amount, Total		1,500,000,000
Maximum [Member] | Nondesignated [Member] | Foreign Exchange Forward Contracts [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative notional amount, Total		$ 2,000,000,000

XML

Derivative Instruments and Hedging Activities - Derivative Instruments Designated as Fair Value Hedges (Detail) - Interest Rate Swaps [Member] - Interest Expense [Member] - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Gain (Loss) on Instrument	$ 10.8	$ 7.2
Gain (Loss) on Hedged Item	$ (10.8)	$ (7.2)

XML

Derivative Instruments and Hedging Activities - Gross Unrealized Losses from Derivative Instruments (Detail) - Cash Flow Hedges [Member] - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain / (Loss) Recognized in OCI	$ (56.5)	$ 51.7
Amount of Gain / (Loss) Reclassified from OCI	31.7	28.0
Foreign Exchange Forward Contracts [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain / (Loss) Recognized in OCI	(56.5)	90.0
Foreign Exchange Forward Contracts [Member] | Cost of Products Sold [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain / (Loss) Reclassified from OCI	32.1	28.1
Forward Starting Interest Rate Swaps [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain / (Loss) Recognized in OCI		(38.3)
Forward Starting Interest Rate Swaps [Member] | Interest Expense [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain / (Loss) Reclassified from OCI	$ (0.4)	$ (0.1)

XML

Derivative Instruments and Hedging Activities - Derivative Instruments Not Designated as Hedging Instruments (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Nondesignated [Member] | Foreign Exchange Forward Contracts [Member] | Other Expense, Net [Member]
Derivative Instruments, Gain (Loss) [Line Items]
(Losses) gains from derivative instruments not designated as hedging instruments	$ (21.3)	$ 15.2

XML

Derivative Instruments and Hedging Activities - Fair Value of Derivative Instruments on Gross Basis (Detail) - Designated as Hedging Instrument [Member] - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Derivatives, Fair Value [Line Items]
Derivative Assets	$ 99.3	$ 147.1
Derivative Liabilities	50.3	25.0
Foreign Exchange Forward Contracts [Member] | Other Current Assets [Member]
Derivatives, Fair Value [Line Items]
Derivative Assets	56.1	100.5
Foreign Exchange Forward Contracts [Member] | Other Assets [Member]
Derivatives, Fair Value [Line Items]
Derivative Assets	5.6	19.8
Foreign Exchange Forward Contracts [Member] | Other Current Liabilities [Member]
Derivatives, Fair Value [Line Items]
Derivative Liabilities	29.6	16.7
Foreign Exchange Forward Contracts [Member] | Other Long-term Liabilities [Member]
Derivatives, Fair Value [Line Items]
Derivative Liabilities	20.7	8.3
Interest Rate Swaps [Member] | Other Assets [Member]
Derivatives, Fair Value [Line Items]
Derivative Assets	$ 37.6	$ 26.8

XML

Derivative Instruments and Hedging Activities - Schedule of Effects of Master Netting Agreements on Condensed Consolidated Balance Sheets (Detail) - Cash Flow Hedges [Member] - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Other Current Assets [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Gross Amount	$ 56.1	$ 100.5
Offset	23.6	16.3
Net Amount in Balance Sheet	32.5	84.2
Other Assets [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Gross Amount	5.6	19.8
Offset	5.2	7.1
Net Amount in Balance Sheet	0.4	12.7
Other Current Liabilities [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Gross Amount	29.6	16.7
Offset	23.6	16.3
Net Amount in Balance Sheet	6.0	0.4
Other Long-term Liabilities [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Gross Amount	20.7	8.3
Offset	5.2	7.1
Net Amount in Balance Sheet	$ 15.5	$ 1.2

XML

Income Taxes - Additional Information (Detail)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Income Tax Disclosure [Abstract]
Effective tax rate	31.70%	24.50%
U.S. statutory income tax rate	35.00%

XML

Retirement Benefit Plans - Components of Net Pension Expense (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Compensation and Retirement Disclosure [Abstract]
Service cost	$ 7.5	$ 7.6
Interest cost	7.2	5.5
Expected return on plan assets	(12.7)	(10.9)
Curtailment gain	(0.3)
Amortization of prior service cost	(1.9)	(1.1)
Amortization of unrecognized actuarial loss	5.0	4.3
Net periodic pension expense	$ 4.8	$ 5.4

XML

Retirement Benefit Plans - Additional Information (Detail)	3 Months Ended
	Mar. 31, 2016 USD ($)
Foreign-based Defined Benefit Plans [Member]
Pension Plans, Postretirement and Other Employee Benefits [Line Items]
Contribution towards defined benefit plans	$ 3,600,000
Expected contribution during remainder of year	11,900,000
U.S. and Puerto Rico [Member]
Pension Plans, Postretirement and Other Employee Benefits [Line Items]
Contribution towards defined benefit plans	0
Expected contribution during remainder of year	$ 0

XML

Earnings Per Share - Reconciliation of Weighted Average Shares for Basic and Diluted Shares Computations (Detail) - shares shares in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Earnings Per Share [Abstract]
Weighted average shares outstanding for basic net earnings per share	200.1	170.0
Effect of dilutive stock options and other equity awards	1.9	2.9
Weighted average shares outstanding for diluted net earnings per share	202.0	172.9

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Earnings Per Share - Additional Information (Detail) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2016 USD ($) $ / shares shares
Earnings Per Share [Abstract]
Options to purchase shares of common stock not included in the computation of diluted earnings per share	1.1
Repurchased shares of common stock	4.2
Average price per share | $ / shares	$ 98.50
Total cash outlay | $	$ 415.5

XML

Segment Information - Additional Information (Detail)	3 Months Ended
	Mar. 31, 2016 Segment
Segment Reporting [Abstract]
Number of operating segments	7

XML

Segment Information - Summary of Net sales and Operating Profit by Segment (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Sales Information [Line Items]
Net Sales	$ 1,904.0	$ 1,134.4
Operating profit	245.5	269.9
Intangible asset amortization	(126.6)	(20.4)
Special items	(94.1)	(86.8)
Operating Segments [Member] | Americas [Member]
Sales Information [Line Items]
Net Sales	984.7	577.7
Operating profit	535.0	296.8
Operating Segments [Member] | EMEA [Member]
Sales Information [Line Items]
Net Sales	416.6	281.2
Operating profit	141.3	109.5
Operating Segments [Member] | Asia Pacific [Member]
Sales Information [Line Items]
Net Sales	256.6	187.5
Operating profit	110.6	97.7
Operating Segments [Member] | Product Category Operating Segments [Member]
Sales Information [Line Items]
Net Sales	246.1	88.0
Operating profit	58.2	14.1
Segment Reconciling Items [Member]
Sales Information [Line Items]
Inventory step-up and other inventory and manufacturing related charges	(172.9)	(3.9)
Intangible asset amortization	(126.6)	(20.4)
Special items	(94.1)	(86.8)
Global Operations and Corporate Functions [Member]
Sales Information [Line Items]
Global Operations and Corporate Functions	$ (206.0)	$ (137.1)

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Segment Information - Summary of Net Sales by Product Category (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Revenue from External Customer [Line Items]
Net Sales	$ 1,904.0	$ 1,134.4
Knees [Member]
Revenue from External Customer [Line Items]
Net Sales	703.3	463.9
Hips [Member]
Revenue from External Customer [Line Items]
Net Sales	467.9	311.4
S.E.T [Member]
Revenue from External Customer [Line Items]
Net Sales	401.1	218.4
Dental [Member]
Revenue from External Customer [Line Items]
Net Sales	108.6	55.8
Spine and CMF [Member]
Revenue from External Customer [Line Items]
Net Sales	141.2	49.5
Other [Member]
Revenue from External Customer [Line Items]
Net Sales	$ 81.9	$ 35.4

XML

Commitments and Contingencies - Additional Information (Detail)		1 Months Ended		3 Months Ended
	Feb. 05, 2013 USD ($)	Jul. 31, 2015 USD ($)	Dec. 31, 2008 EUR (€)	Mar. 31, 2016 USD ($) Patents	Dec. 31, 2014 USD ($)	Oct. 19, 2015 USD ($)	Mar. 01, 2013 USD ($)	Jun. 10, 2011 USD ($)
Loss Contingencies [Line Items]
Compensatory damages awarded				$ 27,600,000
Percentage of fault apportioned to plaintiffs				30.00%
Percentage of fault apportioned to company				34.00%
Percentage of fault apportioned to unrelated third party				36.00%
Verdict in full and entered judgment								$ 20,300,000
Compensatory damages vacated							$ 27,600,000
Durom Cup Related Claims [Member]
Loss Contingencies [Line Items]
Certain claims				$ 479,400,000
Co-payment requirement				20.00%
Estimated liability outstanding				$ 309,200,000
Estimated liability classified as short-term				50,000,000
Estimated liability classified as long-term				259,200,000
Durom Cup Related Claims [Member] | Other Assets [Member]
Loss Contingencies [Line Items]
Estimated insurance recoveries				95,300,000
Biomet Metal On Metal Hip Implant Claims [Member]
Loss Contingencies [Line Items]
Estimated liability classified as short-term				$ 25,800,000
Heraeus Trade Secret Misappropriation Lawsuits [Member] | Minimum [Member]
Loss Contingencies [Line Items]
Loss Contingency, Damages incurred | €			€ 30,000,000
Stryker Corporation [Member]
Loss Contingencies [Line Items]
Number of patents infringed | Patents				3
Monetary damages for lost profits	$ 70,000,000
Estimated charges		$ 90,300,000			$ 70,000,000
Stryker Corporation [Member] | Maximum [Member]
Loss Contingencies [Line Items]
Estimated charges						$ 140,000,000