Evidence records

documentedExactech, Inc. is a Florida profit corporation registered with the Florida Division of Corporations under document number H85101 (filed 13 November 1985, effective 8 November 1985; federal employer identification number 59-2603930), with its operating address at 2320 NW 66th Court, Gainesville, Florida. The SEC's EDGAR system records it under Central Index Key 0000913165 with industry code 3842 (orthopedic, prosthetic and surgical appliances and supplies); after the 2018 take-private the record lists no ticker or exchange. Its Legal Entity Identifier, 549300B1BI1XN672F813, was issued on 3 October 2013; the global LEI register shows the entity as active but the identifier's registration as lapsed, with renewal due since 27 March 2022. In its 2024 bankruptcy petition the company gave Exactech U.S., Inc. as a name used in the previous eight years. A search of the Florida register for 'Exactech' returns H85101 as the only active record; other Exactech-named Florida records (Exactech International, LLC and Inc., Exactech Spine, Inc., Exactech U.S., Inc.) are inactive. ^{1 2 3 4 5}

documentedAccording to its chief restructuring officer's 2024 declaration, Exactech was vertically integrated, making about 70% of its products in-house at four manufacturing facilities in Gainesville and Sarasota, Florida, and Gieres, France, with about 900 employees worldwide, about 580 of them in the United States. The 2016 annual report (Form 10-K) says that early on third-party vendors made all components while Exactech did design, quality assurance and packaging itself; by 2016 it machined metal and polyethylene parts in Gainesville and compression-moulded Optetrak knee inserts in two leased facilities in Sarasota, while packaged products were sterilised by gamma irradiation at an outside vendor. Its top three suppliers accounted for about 20% (2016), 23% (2015) and 24% (2014) of externally sourced components, compared with about 69%, 59% and 69% in 2002 and the two preceding years; it generally had no long-term supply contracts and bought on purchase orders. It also had strategic alliances with suppliers that made some components, distributed Tecres S.p.A. products under an exclusive agreement and RTI Surgical, Inc. and Biomatlante SARL products under non-exclusive agreements, and warned that some suppliers relied on a single source of raw materials. None of these filings names the packaging supplier. ^{6 7 8 9}

documentedExactech was founded in 1985 by William (Bill) Petty, an orthopaedic surgeon, Gary J. Miller, a biomedical engineer, and Betty Petty, according to the declaration filed by the company's chief restructuring officer in 2024. The company first made a cemented primary hip system, developed its first knee implant in 1992, went public on Nasdaq in 1996 to fund the knee business, entered the shoulder market in 2005 and in 2014 acquired the computer-assisted surgery business behind ExactechGPS; it was publicly listed for 21 years before TPG acquired it in 2018. SEC filings describe William Petty as a founder, chairman of the board since inception, chief executive officer from inception until 2014 and president from January 2002 to December 2007; in 1996 he was also a professor at the University of Florida College of Medicine (since July 1975) and had chaired its orthopaedic surgery department from 1981 to January 1996. Gary J. Miller, also a founder, was vice president of research and development from 1986, executive vice president for research and development from February 2000, and a director from March 1989 to May 2003; he had been an associate professor of orthopaedic surgery at the same college and, from 1989 to 1992, a consultant to the FDA. Betty Petty, William Petty's wife, was company secretary from inception and treasurer and a director until March 1996; David W. Petty is their son. ^{1 2 3}

documentedThe registration statement for the 1996 initial public offering (amended Form S-1) shows the Petty family in control before the listing. William Petty held 1,323,271 shares, 44.6% before the offering, including 1,318,699 shares held jointly with Betty Petty; the same table lists Gary J. Miller with 285,002 shares (9.6%), David W. Petty, Mark A. Petty, Julie A. Petty and director R. Wynn Kearney, Jr. among the holders. A shareholders agreement with William, Betty, David, Julie and Mark Petty gave William and Betty Petty, and then the company, a first right to buy any family member's shares; William Petty had also advanced funds to the company, repaid with interest in 1995 ($46,353). Timothy J. Seese had been president and chief operating officer since March 1991 and a director since April 1991, and Joel C. Phillips, a former Arthur Andersen accountant, had been treasurer since March 1996. The company paid royalties to the Hospital for Special Surgery under a licence for the Optetrak knee system, to Accumed, Inc. for a bipolar hip prosthesis, and to members of its design team, including William Petty and Gary J. Miller. ³

documentedThe 1996 registration statement disclosed two early lawsuits. On 13 December 1994 Marilyn Evans and Phillips Evans sued Exactech in the Circuit Court for Pinellas County, Florida, alleging personal injury from deterioration of the acetabular components of its total hip system and seeking unspecified damages for breach of warranty; the company's insurer was defending it and the company said the action was without merit. On 3 April 1995 Joint Medical sued Exactech and many of its competitors for infringing a ball-and-socket patent; under a tolling agreement the action was dismissed without prejudice as against Exactech on 28 July 1995, pending a decision of the Board of Patent Appeals and Interferences. ³

response

Exactech said the hip-component action was without merit and that, on its patent counsel's opinion, Joint Medical's claims were without merit.

outcome

The patent action was dismissed as against Exactech on 28 July 1995 under the tolling agreement; the outcome of the Pinellas County action is not in the record.

documentedExactech's 2010 proxy statement showed the founders still holding the largest stakes. William and Betty Petty beneficially owned 3,868,439 shares (29.5%), including 3,517,498 shares (27.3%) held through Prima Investments, Limited Partnership; Gary J. Miller owned 518,535 shares (4.0%), including 411,212 shares (3.2%) held by Millerworks, Limited Partnership, a Nevada partnership whose general partner, Millerworks, Inc., was wholly owned by Miller and whose interests were held by Miller, his wife and children. Institutional holders above 5% were GAMCO Investors, Inc. (798,294 shares, 6.2%) and FMR LLC (707,500 shares, 5.5%); directors and executive officers as a group held 38.3%. ⁴

documentedIn March 2010 William Petty was chief executive officer and chairman, David W. Petty president and a director, Joel C. Phillips chief financial officer and treasurer, Gary J. Miller executive vice president for research and development, Bruce Thompson senior vice president and general manager of the biologics and spine division, and Betty Petty vice president and corporate secretary. The other directors were Albert H. Burstein (since March 1996), R. Wynn Kearney, Jr. (since September 1989), Paul E. Metts (since April 1998), William B. Locander and James G. Binch, and Richard C. Smith was nominated. Burstein had been a senior scientist and associate attending orthopaedic surgeon in biomechanical engineering at the Hospital for Special Surgery in New York from 1976 to 1996. McGladrey & Pullen, LLP had been the independent auditor since 2007 (audit fees $476,000 for 2009 and $614,000 for 2008). The proxy also recorded an extra $33,075 paid to Metts in 2009 for work on a 'Department of Defense inquiry the company is involved in'; the subject of that inquiry is not described in the record. ⁴

documentedBrighton Partners, Inc., a Florida supplier of raw materials, equipment and licences used in Exactech's production, was partly owned by company insiders: according to the 2010 proxy, director Albert H. Burstein was deemed to own 24%, William and Betty Petty jointly 4.6% and Gary J. Miller 2.8%. Exactech's purchases from it were $1,559,000 in 2007, $2,155,000 in 2008 and $1,498,000 in 2009. The same proxy recorded royalties of $300,000 in total paid to William Petty and Miller for 2009 under product-design consulting agreements and $180,000 paid to Burstein for 2009 under a verbal consulting agreement. On 24 May 2010 Exactech bought all of Brighton Partners' shares for $5,500,000 under a stock purchase agreement filed as an exhibit to its SEC report; the sellers included Burstein and members of his family, Gary J. Miller, William, Betty, David, Julie and Mark Petty, Joel C. Phillips and Timothy J. Seese, with Burstein and William Petty acting as sellers' representatives. The sellers handed over production documentation, including tool design methods, a list of major suppliers and the quality manual, and Burstein's consulting company, AH Burstein, Ph. D., Consulting Engineer, Inc., agreed to provide transition services; Bruce Thompson signed for Exactech. ^{4 5}

documentedThe Florida register's officer index also lists David W. Petty as an officer of Brighton Partners, Inc. and of ExactOrtho, Inc., and Betty Petty as an officer of Brighton Partners and ExactOrtho; the index gives no titles or dates. ExactOrtho, Inc. (document P17000096933) was filed on 7 December 2017 with an effective date of 1 January 2018, between the signing and the closing of the TPG merger; its record names Roy W. Petty as registered agent and an officer, Betty A. Petty as an officer and David W. Petty as chief executive officer, shows no annual report and an administrative dissolution on 27 September 2019, and does not describe any business. Prima Investments, Inc. (document P08000001367), the general partner of the Petty family partnership, filed a 2019 annual report signed by Roy William Petty as president and registered agent. ^{6 7 8 9}

documentedThe subsidiary lists filed with Exactech's annual reports trace the international group. An earlier Exhibit 21.1 lists Exactech International Corporation (Florida), Exactech Asia (doing business as Exactech Medical (Shanghai), Ltd.), Exactech Taiwan (Taiwan), LTD, Exactech (UK), Ltd., Exactech KK (Tokyo) and Altiva Corporation (Delaware). The list filed in 2013 drops Altiva and adds Exactech U.S., Inc., Exactech International Operations, Ltd., Exactech France, SAS, Exactech Deutschland GmbH (spelt 'Exectech' in the exhibit) and Exactech Iberica, S.L. ^{1 2}

documentedThe Florida subsidiary listed as 'Exactech International Corporation (Florida)' corresponds in the state register to Exactech International, LLC (document L10000132635, employer identification number 59-3699934), filed on 30 December 2010 with an effective date of 20 October 2000, c/o Exactech, Inc. in Gainesville, with Exactech, Inc. as its manager. It filed its last annual report on 27 April 2016, was voluntarily dissolved on 9 August 2016 and filed a statement of termination on 27 April 2017. The register search also shows an inactive Exactech International, Inc. (document P00000099153). ³

qualification

The match between the exhibit's name and the Florida LLC rests on the state, the Exactech address and Exactech, Inc.'s role as manager; the register does not use the exhibit's name.

documentedExactech U.S., Inc. (Florida document P12000087578, employer identification number 46-1212089), filed on 16 October 2012, carried out the group's United States sales and distribution, according to the 2018 merger proxy. Its last Florida annual report (7 February 2023) listed Darin Johnson as president, Donna Edwards as secretary, Tony Collins as chief financial officer and Stuart Kleopfer and Bruce Thompson as directors; its West Virginia foreign registration (from 25 January 2013) also named Kerem Bolukbasi as treasurer in the 2022 report. On 2 February 2023 Corporation Service Company ordered the filing of articles of merger of 'Exactech U.S., Inc. into Exactech, Inc.'; the Florida register records the merger as filed on 8 February 2023 with effect from 8 October 2020 and shows Exactech U.S., Inc. as inactive. West Virginia revoked its registration on 2 January 2026 for failure to file an annual report. ^{4 5 6 7}

documentedThe 2018 merger proxy lists the group's transactions before the sale: a $150 million revolving credit facility from a syndicate led by J.P. Morgan Chase Bank (December 2015), the purchase of Exactech Australia, previously its independent distributor (February 2016), a 24.55% stake in Orthopedic Designs North America, Inc., a trauma-fixation company (October 2016), and the sale of the spine business (January 2017), of a majority interest in Exactech (Taiwan) (June 2017) and of the Chinese subsidiary (September 2017). Filings of the Taiwanese company BioGend Therapeutics (博晟生醫股份有限公司), summarised by a market-data site, say it acquired 81% of Exactech's Taiwanese subsidiary, which developed cartilage-repair technology, on 31 July 2017 and absorbed it by merger on 31 December 2017; a Taiwanese financial news report of June 2019 listed Exactech among BioGend's main shareholders with about 5%. ^{4 10 11}

documentedExactech Italia S.p.A. (company number 02018520508, LEI 815600187F853BDAA941, Via C. G. Merlo 3, Milan) has been named ADVITA ORTHO ITALY S.P.A. since 11 November 2025 according to the global LEI register. The register's direct-parent record, as of 15 October 2026, still names Exactech, Inc. as parent, although Exactech's own identifier has lapsed. ^{12 13}

qualification

The parent record appears not to have been updated after the sale of the business.

documentedThe Australian subsidiary (ACN 146 150 754, ABN 60 146 150 754, LEI 87550015Y6TSRR63XC35, Castle Hill, New South Wales) traded as Exactech Australia Pty Ltd from 9 September 2010 to 10 February 2026 and has since been named Advita Ortho Aus Pty Ltd; its ABN has been active continuously since 2010. ^{14 12}

documentedExactech Deutschland GmbH (Kiel local court HRB 11872 KI, previously Berlin-Charlottenburg HRB 125481 B; Werftstraße 193, Kiel) was renamed Advita Ortho Germany GmbH on 3 June 2026 after filing new articles of association in May 2026, according to a corporate-data aggregator's summary of the commercial register. Its managing directors were Alexander Kohtz from May 2010 to 3 August 2020, David Timm Backhuß from 3 August 2020 to 30 October 2025 and Nicolas Hohl from 30 October 2025. Another aggregator reproduces its 2023 accounts: a net loss of €219,377.68 (2022: €584,349.74), a deficit not covered by equity of €2,426,553.34, liabilities of €5,733,800.02, of which €5,557,797.73 owed to its shareholder, and 21 employees; on 1 April 2010 it had bought the business of another German company for €973,000, and it holds the word mark ENDON. The same aggregator names its sole shareholder as 'Exatech International' with a €25,000 (100%) holding. ^{15 16 17 18 19}

qualification

These details come from aggregators' copies of the German register and filed accounts; the 'Exatech International' shareholder is not identified as a specific group company.

documentedThe Swiss operating subsidiary (UID CHE-115.564.269, entered in the commercial register on 31 March 2010, share capital CHF 100,000, seat Muri bei Bern, address Hintere Dorfgasse 9, Gümligen), whose former names include Exactech International Operation Ltd. AG, Exactech Switzerland Ltd., Exactech Schweiz AG and Exactech Suisse SA, amended its articles on 16 July 2026 and was renamed Advita International Ops AG (Swiss Official Gazette of Commerce, 31 July 2026), according to corporate-data aggregators' copies of the register. Its purpose is marketing orthopaedic products in Switzerland and Europe. Richard Edmund Andrews Jr. and Monica Rognoni are its board members with signing authority, and PricewaterhouseCoopers AG has been its auditor since 27 February 2024. ^{20 21}

qualification

Board details come from aggregators' copies of the Swiss register; the registers do not show the shareholder.

documentedIn the French business register the company with SIREN 433 701 166 (a simplified joint-stock company formed on 15 November 2000 in Mérignac, wholesale of medical goods; VAT FR24433701166), formerly Exactech France SAS, is now named Advita Ortho France SAS. Its president is Laurent Mouillac, in office since 13 January 2020 according to a corporate-data aggregator, and its auditor RSM France; for 2025 it reported no revenue and a net loss of €254,823, with one of its three establishments open. ^{22 23}

documentedThe Spanish subsidiary listed in 2013 as Exactech Iberica, S.L. appears in a corporate-data aggregator's copy of the Spanish commercial gazette as Advita Ortho Iberica SL, at the Asturias Technology Park in Llanera, first registered on 22 February 2010, with its latest publication on 17 April 2026; the names of its officers are not shown. ²⁴

documentedExactech EÖG GmbH (company register FN 570674b, Commercial Court of Vienna, registered 22 December 2021, QBC 4 – am Belvedere 4, Vienna), which markets orthopaedic products and holds a trade licence for medical devices, had not changed its name as of 22 September 2026, according to an aggregator's copy of the Austrian register. Its sole managing director since 11 October 2023 is David Backhuß, the former managing director of the German subsidiary. Its 2024 balance sheet totalled about €353,350, with negative equity of €457,871 and liabilities of €769,618. ²⁵

documentedThe UK register shows the change of control of the English subsidiary (company 05316864, formerly Exactech (UK) Ltd., now Advita Ortho UK Limited). Exactech Inc. was its person with significant control, holding more than 75% of shares and votes with the right to appoint directors, from 6 April 2016 to 21 December 2018; Osteon Holdings Inc. (Delaware, registration number 6581810) held that position from 21 December 2018 to 31 October 2025; from 31 October 2025 the company has stated that it has no registrable person or legal entity with significant control. Directors were David Petty and Joel Phillips from 1 July 2005 to 1 February 2020; Darin Johnson from 1 February 2020 to 21 October 2025; Bruce Thompson and Elliot Ness Cintron from 1 February 2020 to spring 2023; Richard Edmund Andrews Jr. and Nicolas Hohl from 1 April 2024; and Eric Astoin, Nathan Beckley and Andrew O'Hare from 5 February 2026. ^{26 27 28 29 30 31}

documentedA second English company, Exactech (UK) 2 Limited (company 16540209), had Richard Edmund Andrews Jr., Nicolas Hohl and Darin Johnson as directors from 25 June 2025, Johnson leaving on 21 October 2025, and Eric Astoin, Nathan Beckley and Andrew O'Hare from 22 October 2025; Andrews and Hohl gave the Swiss subsidiary's address. The company has since been dissolved. Astoin, Beckley and O'Hare hold no UK appointments other than at the two English companies. ^{32 33 29}

documentedOn 15 January 2015 Exactech bought all the shares of BlueOrtho SAS of Grenoble, France, the developer and maker of the ExactechGPS computer-assisted surgery system and its partner since 2009, for up to €10 million: €2 million at closing and up to €8 million in earn-outs tied to the number of procedures using the technology, according to its release filed with the SEC. BlueOrtho was founded by its president and chief executive Anthony Boyer, the orthopaedic surgeon James Stiehl and Stéphane Lavallée, a computer-assisted surgery researcher. The French business register lists Blue Ortho SAS (SIREN 509 027 702, research and development in natural sciences and engineering, Meylan) as active, with Anthony Boyer as president (since 9 December 2008, according to a corporate-data aggregator) and a statutory auditor, and reports 2025 revenue of €11,728,231 and net profit of €478,496. Exactech's 2024 declaration names Blue Ortho as one of the foreign subsidiaries from which the debtors bought goods and services. ^{34 35 36 37 38}

documentedIn its 2024 declaration Exactech said the debtors manufactured products and sold them to non-debtor foreign subsidiaries for resale in local markets, bought goods and services from Exactech International Operation AG and Blue Ortho SAS, and made intercompany loans to the foreign subsidiaries. A simplified group chart attached to the declaration, legible only in part, shows the foreign group companies Exactech Italia S.p.A., Exactech International Operation AG (Switzerland), Blue Ortho SAS (France), Exactech Korea Jusik Hoesa (South Korea), JointMedica Limited (UK), Exactech Deutschland GmbH, Exactech UK Limited, Exactech France SAS, a Spanish S.L.U., Exactech KK (Japan), an Australian Pty Ltd, Exactech EOG GmbH (Austria) and Exactech Portugal, LDA. The 2018 merger proxy had described the Swiss company as the channel for international development, sales and distribution. ^{38 4}

qualification

The chart's text was read by optical character recognition and the percentages and intermediate holders are only partly legible.

documentedOn 7 December 2010 the U.S. Attorney's Office for the District of New Jersey announced that Exactech had entered into a 12-month deferred prosecution agreement with a federal monitor. A criminal complaint filed the same day charged the company with conspiring to violate the federal anti-kickback statute, alleging that from 2002 through late 2008 it entered into consulting agreements with certain orthopaedic surgeons designed in part to induce them to use its hip and knee products. If Exactech met the agreement's requirements, the agreement would expire after 12 months and the complaint would be dismissed. Exactech also paid $2.99 million in a civil settlement with the Department of Justice and the HHS Office of Inspector General over claims that its marketing practices caused false claims to Medicare, and entered into a five-year Corporate Integrity Agreement with HHS-OIG. Exactech's board unanimously approved the resolution and authorised its outside counsel, Greenberg Traurig P.A., to sign the agreement. ^{1 2}

qualification

A deferred prosecution agreement is not a conviction: the complaint was to be dismissed if the company complied for 12 months. The civil settlement resolved government claims without a judgment.

response

In the agreement the company undertook to acknowledge responsibility for its behaviour, to continue cooperating with the prosecutors and other agencies and to carry out further remediation; the prosecutors acknowledged that neither the agreement nor the criminal complaint alleged that the company's conduct had adversely affected patient health or patient care.

outcome

The record does not contain the dismissal order; the Settlement Trust's 2026 complaint refers to the agreement as having expired.

documentedOn the same day Douglas Donofrio, then Exactech's director of sales for the Northeast region, pleaded guilty before the chief district judge in Trenton to conspiring to violate the anti-kickback statute. According to the U.S. Attorney's Office he admitted entering into illegal financial arrangements with orthopaedic surgeons while employed by Exactech from about 2002 to 2008 and inflating entries in work reports used to justify consulting payments, and agreed to restitution of a $50,000 bonus he had received. ¹

qualification

The plea concerns the individual; the charge carried a maximum of five years in prison and a $250,000 fine.

outcome

The release gave a sentencing date of 14 March; the sentence is not in the record.

documentedThe merger proxy's account of the sale begins on 1 May 2017, when William Petty, David Petty and Bruce Thompson met at Exactech's Gainesville headquarters with Daniel Hann and Jeffrey Binder, the former president and chief executive of Biomet and a TPG adviser, who said TPG wished to explore a possible investment or strategic transaction; Exactech replied that it was not exploring a sale. The Pettys and the finance chief met Binder and Todd Sisitsky, managing partner of TPG Capital North America, on 21 June 2017, and the Pettys, Betty Petty and Joel Phillips met Sisitsky, Binder, Hann and Kendall Garrison, a TPG principal, in Atlanta on 24 July 2017. TPG said it wanted any talks to move promptly so as not to jeopardise Binder's availability to play a central role in the company. In late July the lead independent director, James G. Binch, contacted TPG about a confidentiality and standstill agreement; the merger agreement refers to a confidentiality agreement of 7 August 2017 between TPG Global, LLC and Exactech. On 29–30 August 2017 TPG's advisers met Exactech's finance, legal, regulatory, clinical, manufacturing and quality staff in Gainesville. ¹

documentedOn 22 October 2017 Exactech agreed to merge with Osteon Merger Sub, Inc., a Florida company formed only for the merger and wholly owned by Osteon Holdings, L.P., a Delaware partnership ('Parent'); the proxy describes both as affiliates of the private-equity firm TPG Capital, L.P. and as jointly owned by the fund TPG Partners VII, L.P. Amendment No. 1 of 3 December 2017 raised the cash price from $42.00 to $49.25 per share, a premium of about 53.9% to the closing price of $32.00 on 20 October 2017 (the shares traded at $42.35 on 1 December 2017 and $50.45 on 11 January 2018). Under an equity commitment letter of 22 October 2017, amended on 3 December 2017, the fund committed to buy up to $737,057,000 of Parent equity to pay the merger price and costs, the same amount as Parent's maximum liability under the agreement. Exactech would owe Parent a $25,797,000 termination fee in specified cases, for example if it accepted a superior proposal. J.P. Morgan, engaged by Exactech on 13 October 2017, gave the board a fairness opinion on 2 December 2017. Exactech and Parent filed under the Hart-Scott-Rodino Act on 9 November 2017 and received early termination of the waiting period on 17 November 2017. ¹

documentedThe merger was approved by a majority of the directors who were not company employees; William Petty and David W. Petty, as rollover investors, recused themselves. Independent directors were to receive additional cash compensation of up to $1,200,000 for their work on the sale ($400,000 for the lead independent director and $200,000 for each other independent director) and severance payments of up to $600,000, neither conditioned on the merger closing. ¹

documentedA group of insiders kept a stake through Parent. Under a Rollover and Voting Agreement the 'rollover investors' — William Petty (executive chairman), David W. Petty (president and chief executive), Betty Petty (founding shareholder and corporate secretary), Prima Investments, Limited Partnership (owned and controlled by Dr and Mrs Petty), Miller Family Holdings, LLC (owned by Gary J. Miller's family), Bruce Thompson, Joel C. Phillips, Donna Edwards, Chris Roche and Steve Szabo — exchanged 2,711,584 Exactech shares for Parent shares just before the merger: Prima 2,300,000 shares for 130,757,376 Class B shares, William Petty 102,400 shares for 5,821,546 Class B shares, Betty Petty 75,400 shares for 3,713,450 Class A shares, David W. Petty 50,000 shares for 2,462,500 Class A shares, Miller Family Holdings 47,650, Phillips 82,000, Thompson 25,279, Edwards 18,052, Szabo 6,345 and Roche 4,458 shares. At the record date the founders, chief executive and other management holders owned 3,637,851 shares (about 25.1%) and agreed to vote them for the merger; the closing announcement put the exchanged shares at about 18.8% of the stock. The rollover investors waived appraisal rights, agreed to end their existing shareholder agreements with the company and, under the agreed terms for Parent's shareholders agreement, to vote in the same proportion as the TPG fund on director nominations, mergers and recapitalisations; the fund received drag-along rights on a sale of more than 50% of its interest. ¹

documentedAt the record date for the merger vote 14,423,864 shares were outstanding. William Petty beneficially owned 3,589,188 shares (24.3%), including 3,080,271 held by Prima Investments, Limited Partnership, a Florida partnership whose general partner, Prima Investments, Inc., was wholly owned by Dr and Mrs Petty and whose limited-partnership interests were held by them and their children. GAMCO Investors, Inc. and affiliates reported 1,863,658 shares (12.9%) as an investment adviser (Schedule 13D amendment of 21 November 2017), BlackRock, Inc. 800,197 (5.5%) and Dimensional Fund Advisors LP 751,750 (5.2%); directors and executive officers held 29.4%. Miller Family Holdings, LLC held 142,370 shares; its principal member was Miller Family Holdings, Inc., owned by Gary J. Miller, his wife and children. Valuing all their shares at $49.25 (without separating the rollover shares), the proxy's table of merger consideration for directors and named executives totalled $182,051,492, including $160,459,997 for William Petty's 3,258,071 shares, $8,769,406 for Gary J. Miller, $5,559,143 for Joel C. Phillips and $3,231,884 for David W. Petty. ¹

documentedTwo putative shareholder class actions over the merger were filed in the U.S. District Court for the Northern District of Florida: Anthony Pappalardo v. Exactech, Inc. et al. (No. 1:17-cv-00303-MW-GRJ, 14 December 2017) and Jordan Rosenblatt v. Exactech, Inc. et al. (No. 1:17-cv-00312, 22 December 2017). They named Exactech, its directors (William Petty, David W. Petty, James G. Binch, William B. Locander, Richard C. Smith, Fern S. Watts and W. Andrew Krusen, Jr., and in the second case also Albert H. Burstein), Parent, Merger Sub and TPG Capital, L.P., and asserted claims under sections 14(a) and 20(a) of the Securities Exchange Act. ¹

qualification

The complaints' allegations were not adjudicated in the record.

response

Exactech and the director defendants denied the allegations and said they intended to defend the actions vigorously.

outcome

The outcome of the two federal actions is not in the record; the merger closed on 14 February 2018.

documentedShareholders approved the merger on 13 February 2018. On 14 February 2018 articles of merger were filed with the Florida Department of State, merging Osteon Merger Sub, Inc. (document P17000084137), described in the plan as a wholly owned indirect subsidiary of Parent, into Exactech, Inc. (H85101), the surviving corporation; William Petty signed for Exactech as executive chairman and Michael LaGatta for Merger Sub as vice president. Exactech announced that TPG had acquired all of its common stock for $49.25 per share in a transaction valued at about $737 million, that its stock would stop trading on Nasdaq before the market opened on 15 February 2018, and that it would deregister its shares with the SEC. The final amendment to the going-private Schedule 13E-3 says that Exactech became an indirect wholly owned subsidiary of Parent, identified in that filing as Osteon Holdings, Inc., a Delaware corporation, rather than the partnership named in the proxy. Among the filing persons, TPG Partners VII, L.P., whose general partner is TPG Genpar VII, L.P., itself managed by its general partner TPG Genpar VII Advisors, LLC, signed through Michael LaGatta as vice president. ^{3 4 5}

documentedOn 28 February 2018 Osteon Holdings, Inc. (SEC Central Index Key 0001732417), a Delaware corporation formed in 2017 with its address at TPG's Fort Worth office (301 Commerce Street, Suite 3300), filed a Form D for an offering connected with a business combination, with the first sale on 14 February 2018, the closing day of the Exactech merger; $616,971,937 had been sold to 11 investors, all accredited. The filing lists as directors Kendall Garrison, Todd Sisitsky and John Schilling (c/o TPG Capital, L.P.), Jeffrey Binder (c/o Osteon Holdings, Inc.) and David Petty and William Petty (c/o Exactech, Inc.), and seven executive officers c/o TPG Capital, L.P., including Michael LaGatta and Adam Fliss, who signed the form as vice president. ⁶

documentedAt the time of the merger proxy (January 2018) William Petty was executive chairman and chairman of the board, David W. Petty chief executive officer (since March 2014), president (since November 2007) and a director, having joined the company in 1988, Joel C. Phillips executive vice president, chief financial officer and treasurer, Gary J. Miller executive vice president for research and development, Bruce Thompson senior vice president for strategic initiatives, Betty Petty vice president and corporate secretary and Donna Edwards vice president, legal, and general counsel; the independent directors were James G. Binch, William B. Locander, Richard C. Smith, Fern S. Watts and W. Andrew Krusen, Jr. Exactech's January 2015 release on the Blue Ortho purchase gave its chief financial officer's name as Jody Phillips. ^{1 2}

documentedExactech's 2019 annual report to the Florida register (18 March 2019) listed as directors William Petty, Jeffrey Binder, Kendall Garrison, John Schilling, Todd Sisitsky and David Petty (also president), and as officers Donna Edwards (vice president, legal), Joel C. Phillips (treasurer), Betty Petty (vice president, administration), Gary J. Miller (executive vice president, research and development), Daniel P. Hann (senior vice president, business development) and Bruce Thompson (senior vice president, strategic initiatives). ³

documentedExactech's amended 2024 annual report to the Florida register (filed 19 August 2024) listed Darin Johnson as chief executive and president, Tony Collins as chief financial officer, Donna Edwards as secretary, Jessica Livingston as assistant secretary, Jeffrey Binder as chairman and David Petty, Timothy Pohl and Elizabeth Abrams as directors. Donna H. Edwards, general counsel and senior vice president, signed the bankruptcy petition, and Tony Collins, chief financial officer, certified the board resolutions. ^{6 7}

documentedBefore Exactech, Jeffrey R. Binder was a director and the president and chief executive officer of Biomet, Inc. from February 2007, according to a 2014 information statement of Biomet's parent, and held that post until June 2015 according to the Settlement Trust's complaint; earlier he had held senior posts at a diagnostics division and two spine businesses. ^{8 4}

documentedExactech's bankruptcy filings document the immediate ownership. Its corporate ownership statement lists Osteon Intermediate Holdings II, Inc. as its only shareholder (100%), and the special committees' resolutions list Osteon Intermediate Holdings II, Inc. and XpandOrtho, Inc. as Delaware corporations and Exactech, Inc. as a Florida corporation. Under the first-lien credit agreement of 14 February 2018 Exactech was the borrower, Osteon Intermediate Holdings II, Inc. acted as 'Holdings', and Goldman Sachs Bank USA was the agent until GLAS Trust Company LLC replaced it on 28 October 2024; the loans were guaranteed by Holdings and XpandOrtho, Inc. under a guaranty of the same date and secured by substantially all assets. ^{1 2}

documentedThe 2024 restructuring support agreement defines the 'Sponsor' as TPG VII Osteon Holdings, LP and its affiliates in their capacities as direct or indirect equityholders, managers, consultants and lenders of the debtors. On 19 September 2023 Exactech signed a 'sidecar' credit agreement under which TPG VII Osteon Holdings, LP was agent and sole lender of $15,000,000 of term loans, with Osteon Intermediate Holdings II, Inc. as holdings; the chief restructuring officer said the Sponsor agreed in September 2023 to lend up to $15 million to support liquidity during settlement talks with product-liability plaintiffs and in April 2024 up to $20 million more, and that a mid-June 2024 Sponsor proposal for a restructuring with its own debtor-in-possession financing and a partial debt-for-equity exchange did not lead to agreement. At the petition date the sidecar loans totalled $28,525,064.59 ($17,600,993.96 of original loans and $10,924,070.63 under the first amendment), bearing 12% a year until 18 March 2024 and 18% afterwards, mostly paid in kind. ²

documentedAt the 29 October 2024 petition date the debtors had about $352 million of funded debt ($352,169,400.47): $323,644,335.88 under the first-lien credit agreement — revolving loans of $52,180,116.32, the term loan of $264,917,930.82 and a 2024 incremental term loan of $6,546,288.74 at Term SOFR plus 8.00% — and $28,525,064.59 under the sidecar agreement. The first-lien agreement of 14 February 2018 had provided a $50,000,000 revolving facility and a $235,000,000 term loan; a first amendment on 17 December 2019 added a $35,000,000 incremental term loan and on 19 January 2022 the revolver's maturity was extended from 14 February 2023 to 15 November 2024. The chief restructuring officer said the recalls had cost about $20 million in the preceding twelve months, prevented a refinancing, and left the company with about $4 million of cash against weekly operating disbursements of about $4 million. ²

documentedExactech's chief restructuring officer summarised the recalls in the 2024 bankruptcy declaration. From June 2021 the company recalled its Connexion GXL hip liners and later expanded the recall to all hip liners and to knee and ankle implants; in early 2024 it also recalled shoulder replacement devices and knee patella components. The recalls were voluntary and coordinated with the FDA, and were caused by a vendor supplying non-conforming bags used to package the affected products: the bags, made and supplied by outside vendors, lacked one of the seven specified layers, an oxygen barrier meant to protect the polyethylene from oxidation. The recalled polyethylene components had been made between 2004 and August 2021. The declaration does not name the vendor. ^{1 2}

qualification

This is the company's own description in a sworn bankruptcy declaration; the regulator's characterisation is in its safety communications and recall records.

response

In the same declaration the company said that, placing patients' interests first, it had proactively implemented the voluntary recall although internal and outside materials-science experts had confirmed through industry-standard laboratory testing that the packaging would not affect the clinical performance of most of the recalled components; and that, although it initiated the recalls in an abundance of caution, it has consistently maintained that the non-conforming bags have not led to overall higher rates of revision surgery beyond industry averages (5–10% at ten years of follow-up), a position it believes scientific and clinical data support. It did not answer a national newspaper's questions on the subject in May 2025.

documentedThe FDA's safety communication of 23 March 2023 (updated 5 August 2024) warned patients and providers about Exactech knee, ankle and hip replacements made between 2004 and August 2021 and recalled in 2021 and 2022: many were packaged in defective bags missing one of the oxygen-barrier layers, which could lead to oxidation, accelerated wear, component cracking or fracture and revision surgery. The FDA said that in June 2021 Exactech recalled some GXL liners for Novation, AcuMatch and MCS hips for excessive and premature wear whose root cause was then unknown (classified Class II on 22 July 2021), and that on 7 February 2022 it expanded a recall to all Optetrak, Logic and Truliant knees and Vantage ankles packaged in defective bags regardless of label or shelf life, because about 80% of the knee and ankle devices made since 2004 had been packaged in such bags (Class II from 4 October 2021; updated correction notice of 7 April 2022). In August 2022 the hip recall was expanded to all hip devices with polyethylene packaged in defective bags (Class II from 9 September 2022). The FDA said it was evaluating Exactech's other devices and working with foreign regulators. ³

documentedOn 16 January 2024 the FDA issued a separate safety communication on the Equinoxe Shoulder System: shoulder implants made between 2004 and August 2021 had also been packaged in the defective bags, and the FDA stated that 'to date, Exactech has declined to initiate a voluntary recall' of them. In an update of 19 April 2024 the FDA reported that Exactech had initiated a recall to remove Equinoxe shoulder devices packaged in the defective bags from facilities' unused inventory. ⁴

outcome

Exactech initiated the shoulder recall in 2024: the FDA's update of 19 April 2024 reports it, and the FDA enforcement record dates the recall event (94092) from 6 March 2024.

documentedThe FDA's recall database and enforcement reports record the polyethylene recalls event by event, all Class II with Exactech, Inc. (FDA establishment 1038671, Gainesville) as recalling firm. Event 88126 (recall Z-2132-2021): Connexion GXL acetabular liners sold as Novation GXL and AcuMatch GXL, initiated 29 June 2021, 89,050 units, for a risk of edge-loading and premature wear in a subset of patients; the FDA recorded the root cause as not yet determined by the firm. Event 88570: tibial inserts initiated 30 August 2021 and classified 4 October 2021, including Optetrak Logic inserts (Z-0021-2022, 109,787 devices) and Truliant inserts (Z-0023-2022, 31,201 devices), packaged in vacuum bags without an additional oxygen-barrier layer, as expanded on 7 February 2022. Event 90279: GXL liners for AcuMatch and MCS (for example Z-1728-2022, 11,143 devices), initiated by e-mail on 11 August 2022; the panel that centralised the litigation put this expansion at about 40,000 hip liners. Event 94092: Equinoxe humeral liners (Z-1420-2024, 2,806 units) and glenoids, initiated 6 March 2024 for vacuum bags without the ethylene vinyl alcohol (EVOH) barrier. Event 94409: all ultra-high-molecular-weight polyethylene knee patella components in out-of-specification bags, initiated 18 April 2024. Event 94410: AcuMatch L-Series 22 mm bipolar liners (Z-2236-2024, 589 units), initiated 26 April 2024, where the firm stated that from 2004 to August 2021 two packaging configurations were used, one with and one without an EVOH layer. Event 96102: AcuMatch XLE (42 units), Novation XLE (87 units) and Alteon XLE (1,446 units) liners lacking the EVOH layer, initiated on 31 December 2024, during the bankruptcy. ^{5 6 7 8}

documentedThe enforcement reports list other Exactech recalls. In 2012 (event 62566) Equinoxe plates and screws and Octane-C spinal devices were recalled because labels gave a ten-year shelf life while the packaging was qualified for five; the event covered 54,877 units and was terminated on 3 July 2013. In 2017 (event 78111, initiated 19 September 2017) Optetrak offset tibial trays and screws were recalled for a design incompatibility (terminated 21 June 2021), and in November 2023 an AcuMatch hip system item after three complaints about loss of vacuum in the innermost bag (event 93507). On 15 August 2025 Equinoxe reverse-shoulder humeral liners whose articular surface position was outside the labelled dimensional specification were recalled (event 97459: 61,334 and 11,542 units in two entries); on 5 September 2025 Equinoxe Ergo reamers and instruments released before design updates and performance testing were complete (event 97588); and on 3 February 2026 Equinoxe Ergo impactor handles (120 units) and core instrument kits (596 kits) that might lack a cross-pin (event 98376), still in the name of Exactech, Inc. Between 19 April 2024 and 16 October 2026 the enforcement database holds 11 recall records for the firm, all Class II, out of 211 records in total. ^{6 8}

documentedOn 19 January 2024 the FDA's Center for Devices and Radiological Health sent Exactech a warning letter (CMS# 669904), addressed to its president and chief executive Darin B. Johnson, after an inspection of the Gainesville facility from 18 to 26 September 2023 that ended with a Form FDA 483. The FDA found the Equinoxe anatomic and reverse total shoulder systems and other orthopaedic implants adulterated because of quality-system violations: the firm had not identified the actions needed to correct polyethylene shoulder implants packaged in bags that did not meet material and oxygen-transmission specifications, and its health hazard evaluation HHE2021-08-06-02 counted only complaints coded as polyethylene wear (11 complaints from January 2008 to July 2021) (21 CFR 820.100(a) and 820.30(g)). It also found the implants misbranded under the medical device reporting rules: its reporting procedure was inadequate, and a report on accelerated wear of a GXL liner in non-conforming packaging — the defect behind recall Z-1734-2022 — reached the FDA on 4 January 2023 although the firm had learned of it on 1 September 2022, outside the 30-day limit. ⁹

response

Exactech answered the Form 483 observations on 13 October 2023, describing systemic corrective actions: a retrospective review of complaints, revised procedures and staff training, an assessment under CAPA2023-042 of how historical complaints had been coded, and a revision of its medical-device-reporting procedure due by 31 December 2023. The FDA said the adequacy of the response could not yet be determined because the actions were still under way.

outcome

Exactech initiated the shoulder recall in March–April 2024.

documentedOn 19 December 2025 the FDA sent a warning letter (CMS 720250) to 'Exactech, Inc. dba Advita Ortho', addressed to Aurelio Sahagun as president and chief executive, after an inspection of the Sarasota, Florida, facility from 15 to 25 July 2025 that ended with a Form FDA 483. The FDA found the Equinoxe reverse shoulder compression screw and accessories adulterated under the quality-system regulation and noted that the sole supplier of a critical powder used to mould ultra-high-molecular-weight polyethylene parts had not received a required on-site audit, had last been evaluated in September 2020 and had no signed quality agreement. A trade publication reported in March 2026 that the inspection took place before the court approved the asset sale and before Advita Ortho launched, and that the letter also found incomplete documentation of production deviations between July 2023 and July 2025 and temperature and humidity outside limits at the site since March 2024. A local television investigation reported in September 2026 that the FDA had not listed recalls or penalties tied to the letter and that Advita Ortho continued to operate. ^{10 11 12}

qualification

Which legal entity is behind the name 'Exactech, Inc. dba Advita Ortho' is not stated in the letter; the inspection preceded the sale of the business to Advita Ortho.

response

The firm told the FDA that it had suspended production, started a field action on humeral shoulder liners and opened a corrective action (CAPA 2025-30) for the Sarasota and Gainesville sites due for completion by March 2026; the FDA found the responses not adequate.

documentedIn the FDA's registration and listing database (data as of 5 October 2026), the Gainesville establishment at 2320 N.W. 66th Ct. (registration and FEI number 1038671; manufacturer and importer, registered through 2026) is still registered to Exactech, Inc., which is also recorded as owner-operator, with 173 product listings including the Equinoxe shoulder (K150458). FDA 510(k) decisions for the applicant Exactech run from 15 October 1986 to 14 April 2026. The most recent, K260583 for the Equinoxe Shoulder System (reverse shoulder prosthesis, product code PHX), was received on 20 February 2026 and cleared as substantially equivalent on 14 April 2026; it names Exactech, Inc. as applicant and Advita Ortho, at the same Gainesville address, as correspondent. ^{13 14 15}

qualification

The FDA records keep the Exactech, Inc. name after the sale of the business; they do not state which legal entity now holds the registration.

documentedThe Florida register lists Hillman Supply Company, Inc. (document P93000005334, employer identification number 59-3157540), incorporated on 19 January 1993 and active, at 13935 NW US Highway 441, Alachua, Florida, near Gainesville; its 2026 annual report was filed on 16 January 2026 and it has three listed officers. ^{4 5}

qualification

The match with the supplier named in the lawsuits rests on the name and location; the register does not describe its business.

documentedOn 7 October 2022 the Judicial Panel on Multidistrict Litigation centralised federal claims over Exactech's polyethylene hip, knee and ankle liners in the Eastern District of New York before Judge Nicholas G. Garaufis as MDL No. 3044 (27 actions in eleven districts and 48 potentially related actions), naming Exactech, Inc. and Exactech U.S., Inc. as defendants and citing the June 2021 GXL safety notice and the August 2021 knee and ankle recall. The docket, In re Exactech Polyethylene Orthopedic Products Liability Litigation (No. 1:22-md-03044, magistrate judge Marcia M. Henry), also lists TPG Capital, TPG Inc., TPG Partners VII, L.P., TPG Genpar VII, L.P., TPG Genpar VII Advisors, LLC, Osteon Holdings, Inc., Osteon Merger Sub, Inc. and Osteon Intermediate Holdings II, Inc. among defendants. An amended master personal-injury complaint was filed on 22 March 2023 against Exactech, Exactech U.S., Osteon Holdings, Osteon Intermediate Holdings II, Osteon Merger Sub and TPG Inc., and the court adopted the master and short-form complaint procedure on 14 April 2023. On 30 May 2023 the magistrate judge stayed discovery against the TPG and Osteon defendants pending their motion to dismiss. ^{1 2}

qualification

The MDL consolidates plaintiffs' claims; the record contains no judgment on liability against Exactech.

response

Exactech defended the consolidated cases. Among its filings, it opposed the conditional transfer into the MDL of a class complaint brought by the Medicare-claims recovery firm MSP Recovery Claims, Series LLC, and on 20 April 2023 filed a fully briefed motion, with Exactech U.S., Inc., to dismiss that complaint for lack of jurisdiction and standing.

outcome

Under the plan confirmed in September 2025, personal-injury and wrongful-death claims against the debtors are to be resolved and paid by the Exactech Settlement Trust; the record contains no judgment in the MDL.

documentedOn 7 March 2024 Judge Garaufis granted the motion of TPG Inc., Osteon Holdings, Inc., Osteon Merger Sub, Inc. and Osteon Intermediate Holdings II, Inc. to dismiss the claims against them, which rested on veil-piercing and successor-liability theories, and dismissed them from all personal-injury actions originally filed in 18 states (Memorandum and Order, Document 561). The order notes that more than 1,400 short-form complaints had been filed in the MDL, that Exactech became a wholly owned subsidiary of Osteon Holdings when TPG Capital, LP's purchase closed on 14 February 2018, and that Osteon Intermediate Holdings II and Exactech were joint policyholders on a product-liability insurance certificate with a $10 million limit and a $250,000 self-insured retention per claim. ^{3 2}

response

TPG Inc., Osteon Holdings, Osteon Merger Sub and Osteon Intermediate Holdings II moved to dismiss for failure to state a claim of indirect liability on a veil-piercing theory (motion fully briefed on 28 July 2023); the plaintiffs opposed it as premature because the choice-of-law analysis was fact-intensive.

outcome

The dismissal removed TPG and its affiliates from the MDL personal-injury actions; the alter-ego and veil-piercing claims later passed to the Settlement Trust under the bankruptcy plan.

documentedBy the 29 October 2024 petition date about 2,600 patients — 1.7% of the US patients potentially affected by a recalled device — had sued Exactech, according to its chief restructuring officer: about 1,840 cases in the MDL and more than 740 in Florida state courts, where cases had been coordinated before Judge Donna M. Keim in the Circuit Court of the Eighth Judicial Circuit, Alachua County, after an attempt to have them dismissed on forum non conveniens grounds was denied. Exactech made its most recent offer to settle the MDL in mid-July 2024; no settlement was reached. ⁵

documentedDockets of individual Florida cases, viewed through a court-docket aggregator, show who was sued alongside Exactech. Leanna Marceaux v. Exactech, Inc. et al. (Alachua County, No. 2022 CA 2702, filed 31 August 2022), Johnnie Starling v. Exactech Inc et al. (No. 01-2023-CA-000306, filed 24 January 2023, over an Optetrak knee) and Brenda Sindicich et al. v. Exactech Inc et al. (No. 01-2023-CA-004680, filed 28 November 2023), all part of the master case 2022 CA 002670, name Exactech, Inc., Exactech U.S., Inc., William, Betty and David Petty, Gary Miller, Miller Family Holdings, LLC and Miller Family Holdings, Inc., and the packaging supplier Hillman Supply Company, Inc. as defendants. ^{7 8 9}

qualification

These are plaintiffs' claims; no ruling on liability appears in the dockets reviewed.

response

On 9 June 2023 the Petty and Miller defendants and the Miller family holding companies moved to dismiss the Starling case; the Exactech defendants answered the Sindicich complaint on 19 December 2023 and Hillman Supply Company filed an answer with affirmative defences and a jury demand on 26 December 2023.

outcome

The Starling and Sindicich cases were closed on 29 October 2024 because of the bankruptcy filed in the Exactech master case.

documentedIn Australia, Simon Harrold brought a class action in the Federal Court (Harrold v Exactech Australia Pty Ltd, NSD 1224 of 2024, filed 5 September 2024) against Exactech Australia Pty Ltd, the subsidiary that imported, distributed and sponsored the devices on the Australian Register of Therapeutic Goods, and Exactech, Inc., the US parent responsible for their design, manufacture, packaging and export, on behalf of about 5,000 people implanted between 1 January 2003 and 5 September 2024 with listed Equinoxe shoulder, Optetrak knee, Novation and AcuMatch hip and ankle components (several register entries were cancelled on 24 December 2024). The claim alleged a manufacturing defect in polyethylene without vitamin E and a packaging defect in out-of-specification vacuum bags. The proceeding against Exactech, Inc. was stayed on 23 December 2024 after the Chapter 11 case was recognised as a foreign proceeding; recognition orders of 6 February 2025 stayed proceedings against it in Australia without the consent of Jesse York as its foreign representative. After mediations on 20 December 2024 and 3 March 2025 the parties signed a deed of settlement on 29 May 2025. ^{11 12}

response

The respondents denied liability; the settlement was made without admission of liability.

outcome

The Federal Court approved the settlement on 13 November 2025 (see the settlement record).

documentedOn 13 November 2025 Justice Jackman approved the settlement (Harrold v Exactech Australia Pty Ltd (No 2) [2025] FCA 1412). Under the deed of 29 May 2025 the respondents pay about A$8.7 million without admitting liability, funded by insurance proceeds paid in US dollars, a contribution from Exactech Australia, an amount from consenting lenders and a foreign-exchange top-up capped at A$400,000; the court noted that Exactech Australia had limited assets and insurance and that the respondents had written in November and December 2024 that insurance cover was being exhausted. The orders allow the applicant's costs of A$2,185,491.25, A$100,000 to the applicant and A$800,000 to the administrator, with the balance to group members, who released Exactech's US and Australian companies. On 15 September 2025 the US Bankruptcy Court for the District of Delaware had authorised Exactech, Inc. to perform the deed and use the insurance proceeds and lender funding. ^{12 11}

response

The settlement was made without admission of liability.

outcome

Approved by the Federal Court of Australia on 13 November 2025; the remaining proceeding was otherwise dismissed without costs.

documentedIn June 2018 a former Exactech employee and two former sales representatives filed a whistle-blower (qui tam) suit under the False Claims Act in the Northern District of Alabama on behalf of the United States and several states (United States ex rel. Wallace v. Exactech, Inc., No. 7:18-cv-01010, later 2:18-cv-1010, filed 29 June 2018), alleging the sale of misbranded and defective knee implants; the relators are named on the docket as Brooks Wallace, Roberta Farley and Manuel Fuentes. The United States declined to intervene in August 2019 and the complaint was unsealed on 8 August 2019; the relators continued the case, and Jessica Livingston appeared for Exactech, for example on a motion to dismiss filed on 30 March 2020. In early 2023 the Justice Department served a civil investigative demand on another generation of the knee implant, according to the chief restructuring officer, who also referred to a separate investigation begun in 2023. The docket shows the case terminated on 10 July 2026. ^{1 2}

qualification

The relators' allegations were resolved by settlement without a finding of liability; the Justice Department's release spells the second relator 'Robert Farley'.

response

Exactech contested the suit. It moved to dismiss the complaint in December 2019, attaching an expert report and its earlier corporate integrity and deferred prosecution agreements; on 14 February 2020 the court struck the complaint as an impermissible shotgun pleading and denied that motion as moot. On 5 August 2020 the court granted in part and denied in part Exactech's motion to dismiss the amended complaint, dismissing the state-law claims without prejudice and leaving the federal claims pending, and Exactech answered the amended complaint on 19 August 2020.

outcome

Resolved by the $8 million False Claims Act settlement announced on 16 September 2025.

documentedA second qui tam suit, United States et al. ex rel. Dr. Pasquale Petrera v. Exactech, Inc. and TPG Capital, L.P. (U.S. District Court for the District of Maryland, Civil Action No. 21-cv-3325-SAG), was brought on behalf of the United States and several states. On 12 March 2026 the United States notified the court that it declined to intervene in the remaining claims against TPG Capital, L.P., and on 23 April 2026 the relator voluntarily dismissed all claims against TPG Capital, L.P. without prejudice. ^{4 5}

outcome

The claims against Exactech were resolved by the September 2025 settlement; those against TPG Capital, L.P. were dismissed without prejudice on 23 April 2026.

documentedOn 16 September 2025 the Justice Department announced that Exactech had agreed to pay $8 million to resolve allegations that it caused false claims to Medicare, Medicaid and the Department of Veterans Affairs. The government alleged that as early as January 2008 Exactech knew its finned tibial tray failed prematurely at a higher than acceptable rate, yet sold it from 1 January 2008 to 31 December 2018, and that from January 2019 it knew of problems with the polyethylene components of its Logic and Truliant knees, sold from 1 January 2019 to 7 February 2022. The federal share is $7,640,000, with $360,000 for states under separate agreements; the amount was based on Exactech's financial condition. The settlement resolved the Alabama action (relators Brooks Wallace, Robert Farley and Dr. Manuel Fuentes, who receive $1,329,360) and the Maryland action (Dr. Pasquale Petrera, $565,360). The HHS Office of Inspector General lists Exactech in its 'heightened scrutiny' category: on 22 May 2025 the company refused to enter a ten-year Corporate Integrity Agreement, and the OIG reserved its right to exclude it from federal health-care programmes. ^{6 7}

qualification

The Justice Department states that the claims resolved by the settlement are allegations only and that there has been no determination of liability.

outcome

Settled for $8 million in September 2025; Exactech declined the Corporate Integrity Agreement and remains on the OIG's heightened-scrutiny list.

documentedOn 3 February 2025 the United States ex rel. Brooks Wallace, Robert Farley and Manuel Fuentes filed an adversary proceeding in the Delaware bankruptcy court (No. 1:25-ap-50076) asking for a determination that Exactech's debt to them was not dischargeable under section 523(a)(2) of the Bankruptcy Code (false pretences, false representation, actual fraud). The court repeatedly extended Exactech's time to answer, most recently by an order of 21 October 2025. ⁸

outcome

The record shows extensions of the answer deadline to October 2025 and the $8 million settlement of the underlying claims; no ruling on dischargeability appears.

documentedOn 29 October 2024 Exactech, Inc. and four affiliates — Osteon Holdings, Inc., Osteon Intermediate Holdings I, Inc., Osteon Intermediate Holdings II, Inc. and XpandOrtho, Inc. — filed for Chapter 11 in the US Bankruptcy Court for the District of Delaware. The cases were jointly administered under No. 24-12441 (LSS) before Judge Laurie Selber Silverstein (affiliate cases 24-12438, 24-12439, 24-12440 and 24-12442). The first-day declaration (Docket 18) was made by Jesse York, the company's chief restructuring officer. The petition put the number of creditors at 25,001–50,000 and both assets and liabilities in the $100,000,001–$500 million range. The list of the 30 largest unsecured creditors includes suppliers and other trade creditors such as Signature Orthopaedics (Australia, $1,819,697), Marle International Holdings (France, $1,039,100), Blackhawk Industrial ($975,776), the licensor Advata, Inc. ($886,716), Jarvis Surgical ($740,170), Orchid MPS Holdings ($704,989), Regeneration Technologies ($638,367), Methods Machine Tools ($594,657), Titanium Industries ($485,986), Hammill Manufacturing ($415,990), Autocam Medical Devices ($366,370), Donson Machine ($298,818), In'Tech Medical (France, $282,274) and WuXi AppTec ($267,756). ^{1 2 3}

documentedExactech retained Centerview as investment banker in July 2023 and continued to use Ropes & Gray LLP as legal counsel to review its capital structure; on 25 April 2024 it engaged Riveron RTS, LLC, whose managing director Jesse York became chief restructuring officer, and from 27 August 2024 Young Conaway Stargatt & Taylor, LLP acted as co-counsel. The company appointed M. Elizabeth Abrams as an independent director of certain group boards in November 2023 to review refinancing and settlement options. On 24 July 2024 it formed a special committee with general authority over restructuring transactions, added Timothy Pohl as an independent director of Exactech, Inc., Osteon Intermediate Holdings II, Inc. and XpandOrtho, Inc., and added Abrams to the XpandOrtho board; with White & Case LLP as its independent counsel the committee investigated historical transactions between the sponsor and the company, including the sidecar loans. Riveron's website describes York as a senior managing director who served as chief restructuring officer of a global orthopaedic implant manufacturer, and a 2026 proxy statement of another listed company lists Exactech, Inc. among the boards on which Pohl, the founder of TRP Advisors, LLC, has served. ^{1 4 5}

documentedIn mid-July 2024 Exactech signed confidentiality agreements with an ad hoc group of its first-lien lenders, advised by Milbank LLP and Evercore; on 16 August 2024 the group proposed new-money debtor-in-possession (DIP) financing and a stalking-horse credit bid. Exactech did not pay about $6 million of interest due by 31 August 2024; the lenders agreed to forbear until 2 October and then, on 9 October, until 27 October 2024. A restructuring support agreement, backed by about 95% of first-lien lenders and dated 28 October 2024, was signed with a stalking-horse asset purchase agreement on 29 October 2024. Its parties were the 'HoldCo' companies (Osteon Holdings, Inc. and Osteon Intermediate Holdings I, Inc.) and the 'OpCo' companies (Osteon Intermediate Holdings II, Inc., Exactech, Inc. and XpandOrtho, Inc.), for all of which Donna Edwards signed as secretary; the lenders' signature pages and the schedule naming the backstop lenders are 'on file' and not public. It provided for the sale of substantially all OpCo assets, including the debtors' equity in non-US subsidiaries, to the winning bidder through a plan, with entities formed by or for the first-lien lenders as stalking-horse purchaser credit-bidding the DIP and prepetition claims; an $85 million DIP facility, all new money, from the first-lien and sidecar lenders; a $500,000 reserve for general unsecured creditors and a wind-down amount; and, if the stalking horse won, $130 million of new 'takeback' debt of the buyer maturing in September 2029 and a planned new $50 million revolving facility. ¹

documentedThe restructuring support agreement also set conditions for the foreign subsidiaries. Within 35 days of the petition the companies were to begin talks with proposed voluntary administrators of Exactech Australia Pty Ltd about an Australian corporate restructuring, involving Exactech International Operations AG as well; failure to resolve the Federal Court of Australia proceeding NSD 1224/2024 or to appoint an administrator within 75 days allowed the lenders to terminate the agreement. A plan for restructuring Exactech UK Limited was to be agreed within 60 days. The plan was to take effect within 14 days of the confirmation and sale order, extendable up to three times by a month to transfer regulatory approvals in the European Union. ¹

documentedThe stalking-horse asset purchase agreement of 29 October 2024 was made between EI Bidco, LLC, a Delaware limited liability company, as purchaser and Exactech, Inc. with its signing subsidiaries as sellers. The purchased assets included the sellers' shares in the transferred subsidiaries listed in a schedule and their claims against third parties, including suppliers and manufacturers, relating to the assets. The excluded liabilities, which the buyer would not assume, included product-liability claims (including those based on improper packaging), claims relating to recalls or design defects and False Claims Act claims; liabilities of the acquired subsidiaries stayed with them. Notices to the purchaser go to EI Bidco, LLC c/o Watiga Trust Ltd, 600 North Bridge Road, Parkview Square, Singapore, for the attention of Matthew Richards, with a copy to Milbank LLP in New York. Matthew Richards signed for EI Bidco as authorised person and Tony Collins, chief financial officer, for the sellers Osteon Intermediate Holdings II, Exactech and XpandOrtho. ^{1 6}

documentedThe Singapore company named in the purchaser's notice address is recorded in the global LEI register (LEI 9845003CBE1I61ECAE37, validated against the Singapore register) as company 201539173Z, incorporated on 29 October 2015, formerly Watiga Trust Pte. Ltd. and renamed GLAS Trust (Singapore) Ltd. on 3 July 2025, at 600 North Bridge Road, Parkview Square; for its parents the record gives a reporting exception. The Global Loan Agency Services Group (GLAS), a London-based loan-agency and trustee firm, announced on 16 December 2024 that it had completed the acquisition of Watiga Trust, a trust company licensed by the Monetary Authority of Singapore, and Watiga Asia after regulatory approval in late November 2024, describing Matt Richards as Watiga's founder and managing director. ^{7 8}

qualification

The records describe a corporate trust and agency provider used as a notice address; they do not identify who owns EI Bidco, LLC.

documentedBy an order of 10 December 2024 (Docket 321) the bankruptcy court approved bidding procedures for selling substantially all of the debtors' assets through the plan, with EI Bidco, LLC as stalking-horse bidder; an auction was planned for 3 March 2025 and a sale hearing for 27 March 2025, with Centerview Partners and Ropes & Gray as contacts for bidders. ^{9 1}

outcome

The plan was confirmed in September 2025 rather than on the March 2025 timetable.

documentedThe restructuring support agreement records that Exactech, Inc. held rights and interests, including membership interests, in JointMedica Limited, a UK company shown on the 2024 group chart, and an amended and restated exclusive distribution agreement with it dated 24 August 2023; transferring them to the buyer required the consent of JointMedica Investment Holdings, L.P. (and/or the Sponsor) or a ruling by the bankruptcy court. Exactech and the ad hoc lender group sued JointMedica Limited and JointMedica Investment Holdings, L.P. in an adversary proceeding (No. 1:24-ap-50297, filed 13 December 2024), which was dismissed with prejudice on a joint stipulation on 5 November 2025 and closed. In the main case TPG VII Osteon Holdings, LP, Joint Medica Investment Holdings, L.P. and Joint Medica Ltd. appear together as one interested party represented by Kirkland & Ellis LLP and other firms. ^{1 10 2}

qualification

The record does not state the percentage held by Exactech or who owns JointMedica Investment Holdings, L.P.; a shared representation in court does not by itself establish common ownership.

outcome

Dismissed with prejudice on a joint stipulation filed by the ad hoc lender group on 5 November 2025; the adversary case was closed the same day. The record does not show the terms.

documentedThe parties listed on the case docket include William Petty, David Petty and Gary Miller (represented by Baker & Hostetler LLP), the Hospital for Special Surgery, the special committee of the boards of Osteon Intermediate Holdings II, Exactech and XpandOrtho (White & Case LLP), the ad hoc group of first-lien lenders (Milbank LLP), GLAS USA LLC as DIP agent and first-lien agent, the US Department of Justice, selected plaintiffs in the polyethylene MDL and the official committee of unsecured creditors. Creditors and other interested parties also include suppliers and service providers such as Alkem Medtech Private Ltd., Jarvis Surgical, Sonoco Products Company and RTI Surgical, Inc. (doing business as Evergen); the docket does not describe their claims. ²

documentedThe debtors filed their first joint plan and disclosure statement on 31 December 2024 (Dockets 390 and 391) and amended them on 3 February, 20 and 24 March and 1 and 3 April 2025; the court approved the disclosure statement on 3 April 2025 (Docket 829). The plan supplement for the third amended plan included the schedule of assumed contracts, the list of retained causes of action, a restructuring transactions memorandum and a wind-down trust agreement, and confirmation was set for 28 May 2025. ¹¹

outcome

The plan eventually confirmed was the Fifth Amended Joint Plan, on 17 September 2025.

documentedIn a letter ruling of 20 May 2025 on discovery disputes, Judge Silverstein held that Exactech and TPG shared a common legal interest in defending the product-liability claims but not in defending alter-ego and veil-piercing claims, and ordered disclosure of the parts of 56 contested documents dealing with those claims; Exactech's in-house and outside counsel (Faegre Drinker and Ropes & Gray) and TPG's counsel (Kirkland & Ellis) were on many of the e-mails. The Settlement Trust's complaint quotes the court's statement in that dispute (Docket 1183) that 'Exactech and TPG are and always have been adverse as to [alter ego and veil piercing] claims' and says that after a proposed settlement with TPG failed in June 2025 these claims were transferred to the trust. ^{15 16}

documentedBy findings of fact, conclusions of law and an order entered on 17 September 2025 (Docket 1647), after a hearing on 15 September, the bankruptcy court approved a supplemental disclosure and confirmed the Fifth Amended Joint Chapter 11 Plan of Exactech, Inc. and its debtor affiliates (Docket 1501). The plan created the Exactech Settlement Trust to resolve and pay all allowed personal-injury and wrongful-death claims, as a qualified settlement fund under section 468B of the Internal Revenue Code: on the effective date it receives the trust assets and the debtors' liability for those claims and controls the trust's causes of action and insurance actions as representative of the estates. Ellen K. Reisman, selected by the unsecured creditors' committee, was named settlement trustee and Alan D. Halperin commercial unsecured-creditor (GUC) trustee and wind-down officer. In its announcement Exactech said the court had approved the sale of its assets to a new ownership group of Strategic Value Partners, LLC with its affiliates, Stellex Capital Management LLC and Greywolf Capital Management LP, which would acquire substantially all of its operations and assets, and that the new company would be led by incoming chief executive Aurelio Sahagun. The creditors' committee's counsel, Brown Rudnick, said that the revised plan approved on 15 September 2025 funds the trust with $2 million to pursue alter-ego and veil-piercing claims against TPG, whereas the original plan would have released TPG for $10 million. ^{14 17 18}

outcome

The plan was confirmed on 17 September 2025. The notice of the plan's effective date was not retrieved, so the effective date is not stated from the record.

documentedBy October 2026 Matthew Dundon was acting in the case solely as trustee of the Exactech Commercial GUC Liquidating Trust and wind-down officer of the debtors, represented by Cole Schotz P.C.; on 5 October 2026 the court sustained his first and second omnibus objections to claims and appointed a new post-confirmation claims and noticing agent effective from 14 August 2026, and the outgoing agent filed the final claims register. Exactech, Inc.'s 2026 filing with the Florida register moved its principal address on 24 March 2026 from Gainesville to 10 Bank Street, Suite 1100, White Plains, New York, and lists Matthew Dundon as officer and Rick Wright with the title 'Other'; the register's officer index shows Dundon only at Exactech and at Dundon Advisers LLC, a New York company registered in Florida in 2022 of which he is managing member. The confirmation order had named Alan D. Halperin to these roles; the record does not show when or why Dundon succeeded him. ^{2 19 20 21 22}

documentedAdvita Ortho, LLC of Gainesville announced its launch on 3 November 2025 as the company that, in Exactech's restructuring, acquired its product lines — including the Equinoxe shoulder, Vantage ankle, Alteon hip, Truliant knee, Newton balancing technology and GPS navigation, and the distribution of the Spartan hip and Triverse knee — together with product data and Exactech's engineering, manufacturing and staff. It said it was owned by funds managed by affiliates of Strategic Value Partners, LLC (SVP), Stellex Capital Management, LLC and Greywolf Capital Management, LP, and that its board included Luigi Ferrari as chair (a senior adviser to SVP), chief executive Aurelio Sahagun, Andrew Ekdahl, Dave Demski and Steve C de Baca. By October 2026 its website also listed as directors Clara Anderson and Dave Richards, managing directors of SVP, Catherine DeMarco, a principal of Stellex, and Craig James, a managing director of Greywolf, and described Demski as a senior adviser to SVP. A 2026 proxy statement filed with the SEC by another medical-device company says that Demski has served on Advita Ortho's board since November 2025. ^{1 2 3}

qualification

The owners, board and executives are as stated by Advita Ortho itself, except Demski's board seat, which another company's SEC filing also records; the owners' shares are not disclosed.

documentedAdvita Ortho's other managers come partly from Exactech. Its website says Chris Roche, who joined the company in 2003 and designed the Equinoxe shoulder system, has been senior vice president for extremities since July 2021, a date when the business still belonged to Exactech; Roche was one of the 2018 rollover investors. A trade publication reported in March 2026, citing Advita's release of 5 March, that the company had appointed Jeffrey Figg as chief financial officer, Jorge Lopes as chief operating officer and Rebecca Young as chief human resources officer, after appointing a chief legal officer and a chief quality, regulatory and clinical officer in January 2026. According to Advita's website, Paul Haydock, formerly finance chief of Laborie Medical Technologies, became chief financial officer in September 2026. A local television investigation reported in September 2026 that many Exactech employees moved to Advita Ortho and that Exactech's former chief executive remained involved in an advisory role, while the new company did not take on most of Exactech's old liabilities. ^{2 4 5}

qualification

The appointments are announced by Advita Ortho itself and reported by the trade press; the broadcaster does not name the former chief executive.

documentedAdvita Ortho, LLC is a Delaware limited liability company registered in Florida on 3 October 2025 as a foreign LLC (document M25000013975, employer identification number 39-3149966), active, with its address at 2311 NW 66th Court, Gainesville, C T Corporation System as registered agent and an amendment filed on 10 March 2026. The Florida record lists its members as Advita Holdings LLC and Advita Holdings II LLC, both at 100 West Putnam Avenue, Greenwich, Connecticut, and Jessica Livingston, formerly Exactech's assistant secretary, as authorised person. EDGAR records Strategic Value Partners, LLC (Central Index Key 0001301912) as a Delaware company at the same Greenwich address; a full-text search of EDGAR for 'Advita Ortho' returned only one filing, another company's 2026 proxy statement, so no Advita filings disclose its ownership structure. ^{6 7 8 9}

qualification

A shared address does not by itself show who controls the two members; the members' owners are not disclosed in the records reviewed.

documentedTrade-mark records show the transfer of the brands. In the Canadian register the EXACTECH mark (application 1456220, registration TMA814654, classes 5 and 10) was assigned by Exactech, Inc. to Advita Ortho, LLC with a date of change of 31 October 2025, registered on 10 March 2026; the current owner is Advita Ortho, LLC of 300 Fox Hill Street, Westwood, Massachusetts. A trade-mark aggregator's copy of the US record shows the ADVITA ORTHO mark (serial 99159324, registration 8360066, class 10) applied for on 28 April 2025 and registered on 21 July 2026 in the name of Exactech, Inc., with first use on 3 November 2025 and a docket entry of 25 February 2026 noting that an assignment of ownership was not updated automatically. ^{10 11}