Category: Medical Devices

Ramius Sends Letter to Orthofix Shareholders

Ramius LLC (“Ramius”) today announced that it has sent a letter to the shareholders of Orthofix International N.V. (“Orthofix” or “the Company”)(NASDAQ: OFIX), in which it outlined several opportunities that Ramius believes would substantially increase shareholder value and protect the long-term interests of shareholders. Ramius is the beneficial owner of approximately 4.7% of the Company’s outstanding common shares.

In the letter, Ramius urged the Company to immediately engage a strategic advisor to explore a sale or disposition of Blackstone Medical, take prompt action to reduce corporate overhead expenses, and decrease the Company’s heavy debt load. Ramius also expressed its intention to seek shareholder support to call a special meeting for the purpose of making substantial changes to the composition of the Board.

Jeffrey C. Smith, a Partner at Ramius, stated, “Prior to the acquisition of Blackstone, Orthofix was a healthy and debt-free company that had reasonable growth, strong profits and substantial free cash flow. The acquisition of Blackstone has been a failure. At this juncture, we believe it is imperative that the Board of Orthofix take prompt action to sell Blackstone at the highest possible price and reduce corporate overhead expenses. This will allow Orthofix to reduce debt and position the Company for future success.”

Smith added, “Given the Board’s failure to proactively address the Company’s issues and material underperformance, we will also be seeking the support of shareholders to call a special general meeting of shareholders. The purpose of the meeting will be to replace up to four members of the current Board with directors that have the appropriate skills and fortitude to implement changes that will benefit all Orthofix shareholders.”

The full text of the letter follows:

December 3, 2008


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