As filed with the Securities and Exchange Commission on January 8, 2001
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule TO
(Rule 14d-100)
Tender Offer Statement
under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934
The Langer Biomechanics Group, Inc.
(Name of Subject Company (Issuer))
OrthoStrategies Acquisition Corp.
OrthoStrategies, Inc.
(Name of Filing Persons (Offerors))
COMMON STOCK,
$.02 PAR VALUE
(Title of Class of Securities)
515-707-10-7
------------
(CUSIP Number of Class of Securities)
Andrew H. Meyers
President
OrthoStrategies, Inc.
31 The Birches
Roslyn Estates, New York 11576
(516) 481-9178
(Name, Address, and Telephone Number of Person Authorized
to Receive Notices and Communications on Behalf of Filing Persons)
with a copy to:
Lawrence Levinson, Esq.
Herrick, Feinstein LLP
2 Park Avenue
New York, New York 10016
(212) 592-1400
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CALCULATION OF FILING FEE
Transaction valuation Amount of filing fee
N/A N/A
[ ] Check the box if any part of the fee is offset as provided by Rule
0-11(a)(2) and identify the filing with which the offsetting fee was
previously paid. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
Amount Previously Paid: N/A
Form or Registration No.: N/A
Filing Party: N/A
Date Filed: N/A
[X] Check the box if the filing relates solely to preliminary communications
made before the commencement of a tender offer.
Check the appropriate boxes below to designate any transactions to which
the statement relates:
[X] third-party tender offer subject to Rule 14d-1.
[ ] issuer tender offer subject to Rule 13e-4.
[ ] going-private transaction subject to Rule 13e-3.
[ ] amendment to Schedule 13D under Rule 13d-2.
Check the following box if the filing is a final amendment reporting the
results of the tender offer: [ ]
<PAGE>
This Tender Offer Statement on Schedule TO is being filed to comply with
the requirements of Rule 14d-2(b) in connection with the Report on Schedule 13D
being filed by OrthoStrategies, Inc. simultaneously herewith.
Item 12. Exhibits.
The Following Exhibit is incorporated by reference into this Schedule TO:
Exhibit 1. Report on Schedule 13D filed by Orthostrategies, Inc. on
January 8, 2001
<PAGE>
SIGNATURE
After due 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: January 8, 2001 OrthoStrategies Acquisition Corp.
By: /s/ Andrew H. Meyers
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Name: Andrew H. Meyers
Title: President
OrthoStrategies, Inc.
By: /s/ Andrew H. Meyers
-----------------------------
Name: Andrew H. Meyers
Title: President
