SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of July 2012
Commission File Number: 001-33036
Mindray Medical International Limited
Mindray Building, Keji 12th Road South,
Hi-tech Industrial Park, Nanshan,
Peoples Republic of China
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ¨ No x
If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A
On July 17, 2012, Mindray Medical International Limited (the Company) closed a transaction to acquire 51% of the equity interest of Wuhan Dragonbio Surgical Implant Co., Ltd. (Dragonbio) for a total cash consideration of RMB224,376,700 (approximately US$35.5 million). Dragonbio is a domestic medical orthopedic products provider that specializes in trauma, spine, joint and other surgical products.
Under the Equity Transfer Agreement (the Agreement), which was entered into on July 6, 2012, the Company paid the entire purchase price into escrow at signing, and such purchase price shall be payable to an individual shareholder (the Seller) in two installments. The first installment of RMB134,626,020 (approximately US$21.3 million) shall be paid in ten business days following the closing date. The balance of the purchase price is payable by April 30, 2013, and may be adjusted downward based on the condition of its assets and equipment, in the event of obligations due by operation of law, if Dragonbio should fail to reach specified annual sales revenue targets or net profits, and/or if Dragonbio should exceed certain specified costs of operations for fiscal year 2012. The Company and the Seller now respectively hold 51% and 29% of Dragonbio.
|Exhibit 99.1||Press Release, dated July 17, 2012, entitled Mindray Medical Completes Acquisition of Dragonbios Orthopedics Business|
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.
|Mindray Medical International Limited|
|Title:||Chief Financial Officer|
Date: July 18, 2012
Mindray Medical Completes Acquisition of Dragonbios Orthopedics Business
SHENZHEN, China, July 17, 2012 /PRNewswire-Asia-FirstCall/ Mindray Medical International Limited (NYSE: MR), a leading developer, manufacturer and marketer of medical devices worldwide, announced today the completion of its acquisition of Wuhan Dragonbio Surgical Implants orthopedics business pursuant to the terms of the definitive agreement entered into on June 6, 2012.
We are a leading developer, manufacturer and marketer of medical devices worldwide. We maintain our global headquarters in Shenzhen, China, U.S. headquarters in Mahwah, New Jersey and multiple sales offices in major international markets. From our main manufacturing and engineering base in China, we supply through our worldwide distribution network a broad range of products across three primary business segments, namely patient monitoring and life support, in-vitro diagnostic, and medical imaging systems. For more information, please visit http://ir.mindray.com.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Readers are cautioned that the forward-looking statements are only predictions and may differ materially from actual results due to a variety of factors. For a discussion of other important factors that could adversely affect our business, financial condition, results of operations and prospects, see Risk Factors beginning on page 5 of our annual report on Form 20-F, which was filed with the Securities and Exchange Commission on April 30, 2012. Any projections in this release are based on limited information currently available to us, which is subject to change. Although such projections and the factors influencing them will likely change, we will not necessarily update the information. Such information speaks only as of the date of this release.
For investor and media inquiries, please contact:
In the U.S:
Western Bridge, LLC
Mindray Medical International Limited