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Merit Medical Systems, Inc. (“Merit”) (NASDAQ: MMSI), a leading manufacturer and marketer of proprietary disposable devices used primarily in cardiology, radiology and endoscopy, announced that it has entered into a stock purchase agreement to acquire Thomas Medical Products, Inc. (“Thomas Medical”) from GE Healthcare in an all-cash transaction valued at approximately $167 million, subject to customary post-closing adjustments.
Thomas Medical designs and manufactures catheter-based vascular access delivery devices for diagnostic and therapeutic procedures in electrophysiology (“EP”), cardiac rhythm management (“CRM”), interventional cardiology and interventional radiology applications, primarily on an OEM basis.
“We believe this transaction will help expand our market presence into new product categories, particularly in interventional cardiology,” said Fred P. Lampropoulos, chairman and chief executive officer of Merit. “A majority of cardiac rhythm access procedures utilize products of the nature manufactured by Thomas Medical. We believe substantial international expansion opportunities exist, especially in China, Japan, Russia and the Gulf States, as well as significant new product development opportunities based on know-how and existing intellectual property.”
“In addition, Thomas Medical has a number of existing electrophysiology products that are distributed by the larger medical device companies, as well as other EP products being developed,” Lampropoulos continued. “We believe this segment of the business, which likewise represents potential expansion into new product categories, has the potential to be a driver of substantial future growth.”
Tom Gentile, president and chief executive officer of GE Healthcare’s Healthcare Systems division, said, “We are confident this transaction will provide Thomas Medical new capabilities to maximize its opportunities in the single-use vascular access product space and enable GE Healthcare’s Cardiovascular segment to remain focused on its core strengths as a provider of total Integrated Cardiology Lab solutions. In addition, we believe Merit Medical will bring a huge amount of expertise in these segments to take Thomas Medical to the next level.”
The transaction has been approved by Merit’s board of directors and is subject to the satisfaction or waiver (in accordance with the provisions of the stock purchase agreement) of certain closing conditions, including clearance under the Hart-Scott-Rodino Antitrust Improvements Act and other customary conditions. Merit currently anticipates that the proposed transaction will close prior to December 31, 2012. The transaction is not subject to a financing condition, as Merit has secured a commitment from Wells Fargo to expand Merit’s existing credit facility to an amount that Merit believes will be sufficient to consummate the proposed transaction.