By Lisa Kerner
Charlotte, N.C., April 9 - St. Jude Medical, Inc. agreed to acquire EP MedSystems, Inc. for approximately $92.1 million, it was announced on Wednesday.
The transaction will expedite St. Jude Medical's entry into the high-growth intracardiac ultrasound echocardiography (ICE) market, a St. Jude news release stated.
Both companies' boards of directors approved a definitive agreement that gives EP MedSystems shareholders the option to receive $3 per share in cash or St. Jude Medical common stock, subject to proration such that 40% of the total payment will be made in stock and 60% in cash.
The number of shares of St. Jude Medical common stock that EP MedSystems shareholders will receive will be determined based on the average closing price over the 10 trading days ending on the second business day before the transaction closes, the release stated.
St. Jude Medical's board also approved an increase in the company's share repurchase authorization to $300 million from $250 million to offset shares issued in the merger transaction.
The acquisition is expected to close in the third quarter of 2008, the companies said.
"This transaction will accelerate the growth of St. Jude Medical's program to help physicians cure atrial fibrillation," St. Jude Medical chairman, president and chief executive officer Daniel J. Starks said in the release.
"EP MedSystems' new ClearWave signal recording technology and its next generation ViewFlex PLUS ICE catheter will be especially important additions to our AF technology platform."
St. Jude Medical manufactures and distributes cardiovascular medical devices and implantable neurostimulation devices. The company is based in St. Paul.
Based in West Berlin, N.J., EP MedSystems develops electrophysiology products used to diagnose and treat cardiac rhythm disorders.
| Acquirer: | St. Jude Medical, Inc.
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| Target: | EP MedSystems, Inc.
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| Announcement date: | April 9
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| Transaction total: | $92.1 million
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| Price per share: | $3.00 per share in cash or St. Jude Medical common stock
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| Expected closing: | Third quarter of 2008
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| Stock price for acquirer: | NYSE: STJ: $44.73 on April 8
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| Stock price of target: | Nasdaq: EPMD: $1.41 on April 8
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