SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Sirona Holdings Luxco S.C.A.

(Last) (First) (Middle)
8-10, RUE MATHIAS HARDT

(Street)
L-1717 N4 NONE

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SIRONA DENTAL SYSTEMS, INC. [ SIRO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/20/2006
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/20/2006 P 36,972,480 A (1) 36,972,480 I See Footnote(2)(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Sirona Holdings Luxco S.C.A.

(Last) (First) (Middle)
8-10, RUE MATHIAS HARDT

(Street)
L-1717 N4 NONE

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Sirona Holdings S.A.

(Last) (First) (Middle)
10, RUE HENRI M. SCHNADT

(Street)
L-2530 N4 NONE

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Sole manager of 10% holder
1. Name and Address of Reporting Person*
MDCP IV Global Investments LP

(Last) (First) (Middle)
C/O WALKERS SPV LIMITED, WALKER HOUSE
PO BOX 908GT, MARY STREET

(Street)
GEORGE TOWN, GRAND CAYMAN E9 NONE

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Primary shareholder of manager
1. Name and Address of Reporting Person*
MDCP IV Global GP, LP

(Last) (First) (Middle)
C/O WALKERS SPV LIMITED, WALKER HOUSE
PO BOX 908GT, MARY STREET

(Street)
GEORGE TOWN, GRAND CAYMAN E9 NONE

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Indirect GP of 10% owner
1. Name and Address of Reporting Person*
MDP Global Investors LTD

(Last) (First) (Middle)
C/O WALKERS SPV LIMITED, WALKER HOUSE
PO BOX 908GT, MARY STREET

(Street)
GEORGE TOWN, GRAND CAYMAN E9 NONE

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Indirect GP of 10% owner
Explanation of Responses:
1. Sirona Dental Systems, Inc. issued 36,972,480 shares of its Common Stock to Sirona Holdings Luxco S.C.A. ("Luxco") in exchange for 100% of the issued and outstanding share capital of Sirona Holding GmbH ("Sirona") and a Promissory Note issued June 30, 2005 by Sirona to Luxco in the original principal amount of <euro>150,992,464.
2. Owned by Luxco.
3. The following entities may be deemed to have a beneficial interest in the Common Stock held by Luxco. Sirona Holdings S.A. ("Luxco Manager"), by virtue of its being the sole manager of Luxco; MDCP IV Global Investments LP ("MDCP IV Global Investments"), by virtue of its being the controlling shareholder of Luxco Manager; MDP IV Global GP, LP ("MDP IV Global GP"), by virtue of its being the sole general partner of MDCP IV Global Investments and MDP Global Investors Limited by virtue of its being the sole general partner of MDP IV Global GP.
Sirona Holdings Luxco S.C.A., by Sirona Holdings S.A., its Manager, by /s/ Timothy Sullivan, its ''A'' Director 06/21/2006
Sirona Holdings S.A., by /s/ Timothy Sullivan, its ''A'' Director 06/21/2006
MDCP IV Global Investments LP, by MDP IV Global GP, LP, its General Partner, by MDP Global Investors Limited, its General Partner, by /s/ Timothy Sullivan, its Managing Director 06/21/2006
MDP IV Global GP, LP, by MDP Global Investors Limited, its General Partner, by /s/ Timothy Sullivan, its Managing Director 06/21/2006
MDP Global Investors Limited, by /s/ Timothy Sullivan, its Managing Director 06/21/2006
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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