The deal calls for Entellus to pay $25 million in cash and 3.4 million shares of its own stock for Redwood City, Calif.-based Spirox, which won 510(k) clearance from the FDA for the Latera implant in July 2016. At yesterday’s $16.51 closing price, the stock portion of the deal would be worth some $56.1 million.
The deal also includes four years of earnouts pegged to Latera sales, Plymouth, Minn.-based Entellus said. The implant has pulled in revenues of about $6 million since it hit the market, according to a press release.
“We are excited to announce this significant transaction. We believe this combination will enhance the near- and long-term growth potential of our business and bolster our strategy to deliver less invasive treatment options to ENTs while driving procedure volumes to more cost efficient care settings,” Entellus president & CEO Robert White said in prepared remarks. “Nasal airway obstruction impacts as many as 20 million people in the U.S. with nearly one million people undergoing some type of surgical procedure each year. Of surgically treated nasal obstruction patients, over 70% may benefit from lateral wall interventions and can be effectively treated with the Latera implant.
“We look forward to working with the entire Spirox team to advance our technologies and the addition of both Duke Rohlen, president & CEO of Spirox, and Jim Momtazee, a current director of Spirox and Head of KKR’s Health Care Industry Team – Americas, to Entellus’ board of directors,” White said.
“Entellus and Spirox are two entrepreneurial companies that share a strong strategic focus on providing better experiences for physicians and patients with innovative and less invasive technologies in the ENT sector,” Rohlen added. “We look forward to combining our complementary expertise and capabilities for the benefit of our shared customers, patients, employees and shareholders.”
The deal is slated to close during the third quarter, Entellus said.
The company also said it expects to report second-quarter sales of $21.9 million to $22.1 million, ahead of the consensus Wall Street forecast of $21.3 million. Entellus raised its full-year outlook to $91.5 million to $94.5 million, up from prior guidance of $86.0 million to $89.0 million.
ENTL shares were off -4.8% to $15.72 apiece today in mid-morning activity on The Street.