Opto Circuits (India) has completed the merger of its wholly-owned subsidiary Jolt Acquisition Company into Cardiac Science, following which Cardiac Science has become a wholly-owned subsidiary of Opto Circuits.
Cardiac Science develops, manufactures, and markets a family of diagnostic and therapeutic cardiology devices and systems, including automated external defibrillators (AED), electrocardiograph devices (ECG/EKG), cardiac stress treadmills and systems, diagnostic workstations, Holter monitoring systems, hospital defibrillators, vital signs monitors, cardiac rehabilitation telemetry systems, and cardiology data management systems (informatics) that connect with hospital information (HIS), electronic medical record (EMR), and other information systems.
The merger follows Opto Circuits‘ acquisition, through a tender offer by Jolt Acquisition, of approximately 77% of Cardiac Science’s outstanding common stock at a price of $2.30 per share, net to the seller in cash, without interest and less any required withholding taxes and Jolt Acquisition’s subsequent exercise of its top-up option, pursuant to which it acquired directly from Cardiac Science a sufficient amount of shares to effect a short-form merger under Delaware law, that is, without a vote or meeting of the remaining Cardiac Science stockholders.
In the merger, each remaining outstanding share of Cardiac Science stock was cancelled and converted into the right to receive $2.30 per share, net to the holder in cash, without interest, and less any required withholding taxes.
Opto Circuits intends to delist and de-register Cardiac Science’s common stock as promptly as practicable following the effective time of the merger, and Cardiac Science’s common stock will cease to be traded on NASDAQ.
Opto Circuits designs, develops, manufactures and markets healthcare equipment and interventional products. The product profile includes pulse oximeters, patient monitoring systems, sensors, digital thermometers anesthesia and respiratory care equipment, stents, catheters and other innovative products.