Johnson & Johnson entered into a definitive agreement to acquire Micrus Endovascular, a global manufacturer of minimally invasive devices to address hemorrhagic and ischemic stroke, for approximately $480m cash based upon Micrus Endovascular's $20.5m fully diluted shares outstanding.
Under the terms of the agreement, Micrus Endovascular stockholders will receive at closing $23.40 for each outstanding Micrus Endovascular share.
Micrus Endovascular is expected to join Codman & Shurtleff, the neuro device business of the DePuy Family of companies within Johnson & Johnson. Codman and Micrus Endovascular offer complementary technologies for treating cerebral aneurysms responsible for hemorrhagic stroke. The Codman neurovascular portfolio includes bare platinum coils, vascular reconstruction devices (VRDs) and access devices.
Johnson & Johnson and Micrus Endovascular said that the combined business of Codman and Micrus Endovascular will provide a strong suite of solutions for hemorrhagic stroke, with many promising products in development for ischemic stroke.
Michael Mahoney, company group chairman for the DePuy Family of Companies, said: “The merger represents an important strategic move in the neuro device space for us and a significant step forward in the delivery of technologies for the prevention and treatment of stroke. Together, Codman and Micrus Endovascular will offer clinicians and their patients a full range of stroke treatments and the potential to impact the condition in ways that could not be realized by either company alone.”
John Kilcoyne, chairman and CEO of Micrus Endovascular, said: “Stroke is a significant cause of death and disability around the world. At Micrus Endovascular, we are dedicated to developing innovative approaches to treating stroke and improving the outcomes of people impacted by this condition. By joining forces with Codman & Shurtleff, we believe we could have an even greater impact on treating this condition that accounts for one out of 18 deaths in the US.”
The boards of directors of Johnson & Johnson and Micrus Endovascular have approved the transaction, which is subject to clearance under the Hart-Scott-Rodino Antitrust Improvements Act, similar regulation in other countries, Micrus Endovascular stockholder approval and other customary closing conditions. The transaction is expected to close in the second half of 2010.