Stryker Corporation12.07.17
Stryker Corporation has announced a definitive merger agreement to acquire Entellus Medical, Inc. for $24.00 per share, or an equity value of approximately $662 million. Entellus is a high-growth global medical technology company focused on delivering superior patient and physician experiences through products designed for the minimally invasive treatment of various ear, nose, and throat (ENT) disease states. Founded in 2006, and headquartered in Plymouth, Minn., the company has a broad portfolio of ENT products, including the XprESS Multi-Sinus Dilation System and the LATERA Absorbable Nasal Implant, which are highly complementary to the existing ENT portfolio of Stryker’s Instruments business.
“Entellus is a leader in the ENT segment and offers a comprehensive portfolio of products that enable physicians to conveniently and comfortably perform a broad range of ENT procedures,” stated Timothy J. Scannell, group president, MedSurg and Neurotechnology.
“The combination of Stryker’s established commitment to making healthcare better and Entellus’ innovative products within the ENT segment will continue to provide our customers the tools they need for cost effective solutions,” said Robert White, CEO of Entellus. “I look forward to the additional progress we will make together.”
The closing of this transaction is subject to approval by Entellus’ stockholders, expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act and other customary closing conditions. The transaction is expected to be dilutive to Stryker’s 2018 adjusted net earnings per diluted share* by approximately $0.04 and accretive thereafter.
Guggenheim Securities served as financial advisor and Skadden, Arps, Slate, Meagher & Flom LLP served as outside legal counsel for Stryker in connection with this transaction.
* Expected net earnings per diluted share attributable to Entellus for fiscal year 2018 are expected to be dilutive by approximately $0.17 assuming an effective tax rate of 38 percent and weighted average diluted shares outstanding of 382.1 million. The attributable impact to the Entellus acquisition on expected adjusted net earnings per diluted share excludes amortization of purchased intangible assets ($0.02 per share) and estimated costs related to other acquisition and integration-related matters ($0.11 per share).
“Entellus is a leader in the ENT segment and offers a comprehensive portfolio of products that enable physicians to conveniently and comfortably perform a broad range of ENT procedures,” stated Timothy J. Scannell, group president, MedSurg and Neurotechnology.
“The combination of Stryker’s established commitment to making healthcare better and Entellus’ innovative products within the ENT segment will continue to provide our customers the tools they need for cost effective solutions,” said Robert White, CEO of Entellus. “I look forward to the additional progress we will make together.”
The closing of this transaction is subject to approval by Entellus’ stockholders, expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act and other customary closing conditions. The transaction is expected to be dilutive to Stryker’s 2018 adjusted net earnings per diluted share* by approximately $0.04 and accretive thereafter.
Guggenheim Securities served as financial advisor and Skadden, Arps, Slate, Meagher & Flom LLP served as outside legal counsel for Stryker in connection with this transaction.
* Expected net earnings per diluted share attributable to Entellus for fiscal year 2018 are expected to be dilutive by approximately $0.17 assuming an effective tax rate of 38 percent and weighted average diluted shares outstanding of 382.1 million. The attributable impact to the Entellus acquisition on expected adjusted net earnings per diluted share excludes amortization of purchased intangible assets ($0.02 per share) and estimated costs related to other acquisition and integration-related matters ($0.11 per share).