KARL STORZ Makes Buyout Bid for Asensus Surgical

Asensus Surgical has signed a non-binding letter of intent with KARL STORZ SE & Co. KG, an independent, family-owned global medical technology company.
 
The letter of intent begins discussions about the terms of a possible transaction for KARL STORZ to acquire Asensus. Asensus said entry into this letter of intent followed a number of strategic considerations, including collaboration and licensing transactions, a “go-it-alone” strategy depending on raising additional equity capital, a sale of the company, and other options.
 
Asensus’ board approved the letter of intent, in which KARL STORZ proposed acquisition of 100% of Asensus’ common stock for a price of $0.35 per share in cash. This is a 66.7% premium to Asensus common stock’s closing price on the NYSE on April 2, 2024—which KARL STORZ said is its “best and final offer” to the company.
 
Under the letter of intent’s terms, Asensus will not undergo negotiations or alternative transactions for up to ten weeks. During this time, KARL STORZ will conduct diligence and both will negotiate a merger agreement. Both parties have the option to terminate pursuit of the proposed deal.
 
Another term includes a “Bridge Loan” of up to $20 million from KARL STORZ to support Asensus’ operations through the ten week exclusivity period, signing of a merger agreement (should there be one), and close of the proposed transaction. Should the merger occur, Asensus will receive $10 million in additional funding while it pursues stockholder approval. If negotiations are terminated the bridge financing will stop and Asensus will have to repay the loan.
 
Should a transaction occur, Asensus will no longer be a publicly traded company. The company said no more comments about the potential deal will occur until a merger agreement is signed, or discussions between the duo are otherwise ceased.
 
Asensus commercialized the first intra-operative, augmented intelligence technology approved for operating rooms around the world. Thanks to its approach to digitizing laparoscopy, system placements have occurred globally.
 
Last year, the company revealed its next-gen LUNA digital surgery platform, as well as new Intelligent Surgical Unit (ISU) capabilities.