Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 18)*
Integra LifeSciences Holdings Corporation
(Name of Issuer)
Common stock, $.01 par value
(Title of Class of Securities)
457985208
(CUSIP Number)
December 31, 2020
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| ¨ | Rule 13d-1(b) |
| ¨ | Rule 13d-1(c) |
| x | Rule 13d-1(d) |
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| Page 2 of 9 Pages |
| CUSIP No. 457985208 | 13G |
| 1 |
NAME OF REPORTING PERSON: Tru St Partnership LP I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only): | ||
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) x (b) ¨ | ||
| 3 | SEC USE ONLY | ||
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Pennsylvania | ||
|
NUMBER OF
SHARES
|
5 |
SOLE VOTING POWER
0 shares | |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER
9,891,205 shares
| |
|
EACH
REPORTING PERSON |
7 |
SOLE DISPOSITIVE POWER
0 shares | |
|
WITH: |
8 |
SHARED DISPOSITIVE POWER
9,891,205 shares | |
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,891,205 shares | ||
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
¨ | ||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.74% | ||
| 12 |
TYPE OF REPORTING PERSON (See Instructions)
PN
| ||
| Page 3 of 9 Pages |
| CUSIP No. 457985208 | 13G |
| 1 |
NAME OF REPORTING PERSON: Provco Leasing Corporation I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only): | ||
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) x (b) ¨ | ||
| 3 | SEC USE ONLY | ||
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | ||
|
NUMBER OF
SHARES
|
5 |
SOLE VOTING POWER
0 shares | |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER
9,891,205 shares
| |
|
EACH
REPORTING PERSON |
7 |
SOLE DISPOSITIVE POWER
0 shares | |
|
WITH: |
8 |
SHARED DISPOSITIVE POWER
9,891,205 shares
| |
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,891,205 shares | ||
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
¨ | ||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.74% | ||
| 12 |
TYPE OF REPORTING PERSON (See Instructions)
CO
| ||
| Page 4 of 9 Pages |
Item 1.
| (a) | Name of Issuer: Integra LifeSciences Holdings Corporation. |
| (b) | Address of Issuer's Principal Executive Offices: 1100 Campus Road, Princeton, NJ 08540. |
Item 2.
| (a) | Name of Person Filing: See (c) below. |
| (b) | Address of Principal Business Office or, if none, Residence: See (c) below. |
| (c) | Citizenship: |
Tru St Partnership LP
795 East Lancaster Avenue, Suite 200
Villanova, Pennsylvania 19085
Pennsylvania limited partnership.
Provco Leasing Corporation
1105 N. Market Street, Suite 602
Wilmington, Delaware 19810
Delaware corporation.
| (d) | Title of Class of Securities: common stock, $.01 par value. |
| (e) | CUSIP Number: 457985208. |
| Item 3. | Not applicable. |
| Item 4. | Ownership: Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. |
| (a) | Amount beneficially owned: As of December 31, 2020, Tru St Partnership LP (“Tru St”) may be deemed the beneficial owner of 9,891,205 shares of common stock. Provco Leasing Corporation (“Provco Leasing”) is the corporate general partner of Tru St. Provco Leasing is also the beneficial owner of 0 shares of common stock. |
| (b) | Percent of Class: Based on 84,272,671 shares of the Issuer’s common stock outstanding as of October 27, 2020 as reported in the Issuer’s Form 10-Q for the quarter ended September 30, 2020: Tru St, may be deemed the beneficial owner of 11.74% of the Issuer’s common stock; and Provco Leasing may be deemed the beneficial owner of 11.74% of the Issuer’s common stock as of December 31, 2020. |
| (c) | The Reporting Persons have the power to vote or dispose of the number of shares as follows: |
| (i) | Sole power to vote or direct the vote. Tru St may be deemed to have sole power to vote or direct the vote of 0 shares of common stock. |
| Page 5 of 9 Pages |
| (ii) | Shared power to vote or direct the vote. As of December 31, 2020, Tru St and Provco may be deemed to share the power to vote or direct the vote with respect to 9,891,205 shares of common stock. |
| (iii) | Sole power to dispose or direct the disposition. Tru St has sole power to dispose or control the disposition of 0 shares of common stock. |
| (iv) | Shared power to dispose or direct the disposition. As of December 31, 2020, Tru St and Provco Leasing may be deemed to have shared power to dispose of or shared power to direct the disposition of 9,891,205 shares of common stock. |
| Item 5. | Ownership of Five Percent or less of a Class: |
Not applicable.
| Item 6. | Ownership of More Than Five Percent on Behalf of Another Person: |
Not applicable.
| Item 7. | Identification and Classification of the Subsidiary which Acquired the Security Reported on by the Parent Holding Company: |
Not applicable.
| Item 8. | Identification and Classification of Members of the Group: |
Exhibit A attached hereto identifies each member of the group filing this Schedule 13G/A pursuant to Rule 13d-1(c).
| Item 9. | Notice of Dissolution of Group: |
Not applicable.
| Item 10. | Certification: Not applicable. |
| Page 6 of 9 Pages |
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
| Date: February 11, 2021. | ||||
| TRU ST PARTNERSHIP LP | PROVCO LEASING CORPORATION | |||
| By: | /s/ Gary DiLella | By: | /s/ Gary DiLella | |
| Name: Gary DiLella | Name: Gary DiLella | |||
| Its: Vice President | Its: Vice President | |||
| Page 7 of 9 Pages |
| Exhibit Index | ||||||
| Exhibit | Title | Page No. | ||||
| Exhibit A | Group Members | 8 | ||||
| Exhibit B | Joint Filing Agreement | 9 | ||||
| Page 8 of 9 Pages |
Group Members
Tru St Partnership LP
Provco Leasing Corporation
| Page 9 of 9 Pages |
Joint Filing Agreement
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G/A (including amendments thereto) with respect to the common stock, par value $.01 per share of Integra LifeSciences Holdings Corporation, and further agree that this Joint Filing Agreement be included as Exhibit to such joint filings. In evidence thereof, the undersigned, being duly authorized, have executed this Joint Filing Agreement this 11th day of February, 2021.
| TRU ST PARTNERSHIP LP | PROVCO LEASING CORPORATION | |||
| By: | /s/ Gary DiLella | By: | /s/ Gary DiLella | |
| Name: Gary DiLella | Name: Gary DiLella | |||
| Its: Vice President | Its: Vice President | |||