{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-23-001900","form_type":"8-K","ticker":"OFIX","cik":"0000884624","company_name":"Orthofix Medical Inc.","filed_at":"2023-01-05T23:59:59+00:00","discovered_at":"2026-05-14T18:03:48.386535+00:00","generated_at":"2026-06-20T20:03:35.578700+00:00","sec_items":["1.02","2.01","2.03","5.02","8.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.75,"calibrated_materiality_score":0.75,"confidence":"high","headline":"Orthofix completes merger with SeaSpine; Valentine named President and CEO","bullets":["Merger effective Jan 5, 2023; SeaSpine shareholders receive 0.4163 Orthofix shares per SeaSpine share (~16M shares).","Keith Valentine (former SeaSpine CEO) appointed Orthofix President and CEO; Jon Serbousek becomes Executive Chairman.","Combined company has ~1,600 employees, products in 68 countries; trades as OFIX on Nasdaq.","Board adds four new directors from SeaSpine (Essig, Henneman, Maniar, Valentine); four Orthofix directors resign.","SeaSpine credit agreement repaid and terminated; inducement plan for SeaSpine employees (1.33M shares reserved)."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-23-001900","json":"https://secwatch.observer/filing/0001193125-23-001900.json","markdown":"https://secwatch.observer/filing/0001193125-23-001900.md","text":"https://secwatch.observer/filing/0001193125-23-001900.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/884624/000119312523001900/0001193125-23-001900-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/884624/000119312523001900/d433449d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-20T20:03:35.578700+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"4bf3a0f2f0","claim":"Keith C. Valentine was appointed as President and Chief Executive Officer at Orthofix Medical Inc..","evidence_excerpt":"appointed Keith C. Valentine as Orthofix’s President and Chief Executive Officer (succeeding Jon C. Serbousek, who will now serve as Executive Chairman)","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/884624/000119312523001900/0001193125-23-001900-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"President and Chief Executive Officer"}],"fact_type":"executive_change"},{"claim_id":"79e25998fa","claim":"Jon C. Serbousek changed role as Executive Chairman at Orthofix Medical Inc..","evidence_excerpt":"appointed Keith C. Valentine as Orthofix’s President and Chief Executive Officer (succeeding Jon C. Serbousek, who will now serve as Executive Chairman)","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/884624/000119312523001900/0001193125-23-001900-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"will now serve"},{"label":"Role","value":"Executive Chairman"}],"fact_type":"executive_change"},{"claim_id":"ba49fa2d308fb85827c2282e3568586074a313cd","claim":"Orthofix Medical Inc. completed an acquisition involving SeaSpine Holdings Corporation for 0.4163 shares of Orthofix common stock per share of SeaSpine common stock (closed 2023-01-05).","evidence_excerpt":"Merger, each share of common stock of SeaSpine, par value $0.01 per share, issued and outstanding immediately prior to the Effective Time was converted into the right to receive 0.4163 shares of common stock of Orthofix, par value $0.10 per share (the “ Orthofix common stock ”). No fractional shares of Orthofix common stock were issued in the Merger. As a result","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/884624/000119312523001900/0001193125-23-001900-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"acquisition"},{"label":"Counterparty","value":"SeaSpine Holdings Corporation"},{"label":"Consideration","value":"0.4163 shares of Orthofix common stock per share of SeaSpine common stock"},{"label":"Closing","value":"2023-01-05"}],"fact_type":"ma_transaction"},{"claim_id":"7798e92fcc4d47af2b1b8a32be95e8e50a619ac5","claim":"Orthofix Medical Inc. terminated Credit Agreement with Wells Fargo Bank, National Association (effective 2023-01-05).","evidence_excerpt":"In connection with the Merger, on January 5, 2023, SeaSpine is repaying all of the outstanding obligations in respect of principal, interest and fees under the Amended and Restated Credit Agreement (the “ Credit Agreement ”), dated July 27, 2018, among SeaSpine and Project Maple Leaf Holdings ULC, as guarantors, and SeaSpine Orthopedics Corporation, SeaSpine, Inc., ISOTIS, Inc., SeaSpine Sales LLC, ISOTIS Orthobiologics, Inc., Theken Spine, LLC, SeaSpine Orthopedics Intermediate Co, Inc., 7D Surgical USA Inc. and 7D Surgical ULC, as borrowers, the lenders party thereto and Wells Fargo Bank, National Association, as administrative agent, and terminated all applicable commitments under the Credit Agreement.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/884624/000119312523001900/0001193125-23-001900-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"termination"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"Wells Fargo Bank, National Association"},{"label":"Effective","value":"2023-01-05"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}