vascular solutions

Vascular Solutions, Inc. (Nasdaq:VASC) today announced that it has entered into a definitive agreement to be acquired by Teleflex Incorporated (NYSE:TFX) for a purchase price of $56.00 per share in cash.

The transaction implies an equity purchase price of $1.0 billion. Upon completion of the transaction, Vascular Solutions will become a wholly owned subsidiary of Teleflex.

The purchase price represents a 16% premium over Vascular Solutions’ average closing price during the 90 trading days ended December 1, 2016.

In addition, the purchase price is 38.4x the midpoint of the company’s preliminary 2017 EPS guidance of $1.44 to $1.48, and the transaction value, net of cash on hand, is 5.2x the midpoint of the company’s preliminary 2017 revenue guidance of $183 million to $187 million.

Howard Root, CEO of Vascular Solutions, provided the following comments: “As our Board discussed the future of Vascular Solutions, we determined that now is the time for the right partner to take over our successful and growing business. Following the jury verdict in February vindicating Vascular Solutions and me, I took some time to consider what I want to do next and what risks I want to continue to assume.”

“At the end of that process, I concluded that, while I still love Vascular Solutions 20 years after I started the company, I am not willing to assume much longer the personal risk associated with being the CEO of a public medical device company. Given the resulting uncertainty in the future leadership of our company, the Board believed it was in the best interests of our shareholders to evaluate alternatives to Vascular Solutions continuing as a stand-alone public company.” he added.

He further added “As the Board completed its thorough evaluation process, we unanimously became convinced that the proposed acquisition by Teleflex is in the best interests of our shareholders, and that Teleflex is the right partner for our employees and our customers to continue to grow our business, both clinically and professionally, for many years to come.”

The transaction is expected to close in the first half of 2017, subject to customary closing conditions, including approval by Vascular Solutions’ shareholders and the receipt of certain regulatory approvals.

The transaction has been unanimously approved by the Board of Directors of both companies and is not subject to any financing condition.  Teleflex will fund the transaction through the proceeds from one or more debt financing transactions.


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