DUBLIN--()--Covidien (NYSE: COV), a leading global provider of healthcare products, today announced a definitive agreement to acquire superDimension, Ltd., a private company based in Herzliya, Israel, that develops minimally invasive interventional pulmonology devices.
Covidien will acquire all of the outstanding capital stock of superDimension Ltd., for approximately $300 million, with future earn out payments possible. The transaction, subject to customary closing conditions, including receipt of certain regulatory approvals, is expected to be completed in the second calendar quarter of 2012.
With annual sales of approximately $30 million, superDimension’s i·Logic™ System uses Electromagnetic Navigation Bronchoscopy® to provide minimally invasive access to lesions deep in the lungs as well as mediastinal lymph nodes. By extending the reach of conventional bronchoscopes, the i·Logic System facilitates more effective evaluation of lung lesions, potentially enabling safer, more effective tissue biopsies.
”Covidien’s strategy is to invest in clinically and economically relevant products and technologies which can meaningfully improve patient outcomes while reducing the overall cost of care,” said Bryan Hanson, President, Surgical Solutions, Covidien. “The acquisition of superDimension will position Covidien to continue its investment in meaningful innovation by delivering more comprehensive solutions in the evaluation and treatment of lung diseases.”
“We are very pleased that Covidien has elected to acquire superDimension,” said Daniel J. Sullivan, President and Chief Executive Officer, superDimension, Ltd. “This partnership will immediately strengthen our worldwide commercial infrastructure, expanding the benefits of the i·Logic System and Electromagnetic Navigation Bronchoscopy to a wider patient population.”
Assuming a second calendar quarter 2012 closing, Covidien does not expect this transaction to have a material impact on its fiscal 2012 sales. The transaction will be slightly dilutive to fiscal 2012 earnings per share; however, the underlying strength of Covidien's existing businesses is expected to offset a majority of this dilution.
Once the transaction has been completed, Covidien will report the superDimension business in the Endomechanical product line within the Medical Devices segment.
Supporting materials are now available on the Investor Relations section of Covidien’s website: http://investor.covidien.com
ABOUT COVIDIEN
Covidien is a leading global healthcare products company that creates innovative medical solutions for better patient outcomes and delivers value through clinical leadership and excellence. Covidien manufactures, distributes and services a diverse range of industry-leading product lines in three segments: Medical Devices, Pharmaceuticals and Medical Supplies. With 2011 revenue of $11.6 billion, Covidien has 41,000 employees worldwide in more than 65 countries, and its products are sold in over 140 countries. Please visit www.covidien.com to learn more about our business.
FORWARD-LOOKING STATEMENTS
This release contains forward-looking information about Covidien’s proposed acquisition of superDimension, Ltd., the timing of the anticipated transaction, the potential benefits of the anticipated transaction, superDimension’s products and product candidates and the potential benefits of such products and product candidates, and expected dilutive effect. Any forward-looking statements contained herein are based on Covidien’s and superDimension’s management’s current beliefs and expectations, but are subject to a number of risks, uncertainties and changes in circumstances, which may cause actual results or actions to differ materially from what is expressed or implied by these statements. The factors that could cause actual future results to differ materially from current expectations include, but are not limited to, the satisfaction of conditions to closing the agreement; the ability to successfully integrate superDimension’s operations and programs with Covidien’s and the time and resources required to do so, the uncertainties inherent in commercial, research and development activities, decisions by regulatory authorities regarding whether and when to approve any applications for such product candidates and other matters that could affect the availability or commercial potential of such product candidates; and competitive developments. These and other factors are identified and described in more detail in Covidien’s filings with the SEC. We caution investors not to place undue reliance on the forward-looking statements contained in this press release. We disclaim any obligation to update these forward-looking statements other than as required by law.