Medtronic (NYSE:MDT) could wind up taking a 40% share of the patient monitoring market after the close of its $43 billion COV acquisition, Medtronic CEO Omar Ishrak told employees last week.
That’s because Covidien already enjoys a 15% share, which Medtronic could augment via acquisition, Ishrak explained during a "town hall" meeting August 22.
"Remember, Covidien has all these areas where we don’t have any presence in, and if we wanted to go there incrementally it would take us decades. But instead we suddenly have a billion-[dollar] patient monitoring and respiratory business where overall Covidien has a 15% share," he said. "Well, [there are] lots of opportunities to go buy U.S. companies in that area and make that whole business a 40% share; that’s all growth. That’s what we mean by transform."
The deal also offers advantages on 3 fronts, Ishrak said: Peripheral vascular and neurovascular intervention; general surgical technologies; and early-stage technologies Medtronic hasn’t entered yet, Ishrak said.
In peripheral interventions, Medtronic has the In.Pact Admiral drug-eluting balloon but no established peripheral sales channel to sell it, he noted.
"So if you do, look at therapy innovation, it’s very clear, there are 3 areas where therapy innovation will be accelerated, and the 1st is certainly 1 that is very clear and distinct; it’s the drug-coated balloon, and it is a product that needs a sales channel, and the peripheral vascular platform that Covidien has is one which needs a product like that to accelerate their own strategic growth plans. Our own strategic growth plans with the drug-coated balloon needs a peripheral vascular platform, and through this we can do it," Ishrak said. " The same is true in neuroscience. Neurovascular is an area where we don’t have any presence. We wanted to have a presence; we were looking for companies to buy. Covidien has a neurovascular franchise which has got really good technology. Putting that together with the rest of our neuroscience strategy will accelerate our growth in that area, will accelerate their growth in that area. It’s a bit of the flip of the peripheral vascular; here we have the sales channel and they have the product and vice-versa in the peripheral vascular area."
And although Medtronic has a presence in surgical technologies with its power, energy, imaging, navigation and monitoring platforms, Covidien adds several adjacencies including advanced energy and "a whole set of other types of surgical tools which are used in general surgery, like sutures and staplers and so on, which we don’t have," the CEO noted.
"And then, finally, Covidien has some early stage therapies where we don’t have any presence in at all, and those therapies, when we apply our clinical expertise, not only will help us use some extra capacity we may have in between our major clinical trials and apply them to Covidien, but it’ll accelerate the market adoption of these technologies. So, in new therapies there’s no question. I mean, these we can go through any length of cascaded detail and these are solid, solid sort of strategic benefits," Ishrak said, according to a regulatory filing.
Here are some other details on the proposed merger between Medtronic and Covidien:
- IT synergies:
Chief integration officer Geoff Martha said the deal presents "huge opportunities" to increase efficiency. For example, Covidien doesn’t have a big set of IT systems and doesn’t use SAP for its back-office operations, Martha said. Pulling Covidien on to the SAP system would be "a huge efficiency and cost takeout," he said. - Covidien brands will be evaluated on a case-by-case basis: "How exactly we do it will depend on the specifics of the product or the transaction and what we think will benefit customers the most and benefit growth the most," Ishrak said. "The thing that we’re sure about is the company’s name is Medtronic. Beyond on that, on a case-by-case basis would make sense. We’ll keep Covidien or whatever name that they have; I mean, we do this in other areas, and over time, we’ll probably kind of merge it, but to the degree that there’s a valuable brand, I don’t think we should just walk away from it."
- Covidien execs agreed to a lower price: That’s because they collectively own 30% of the company and stand to profit considerably once the deal closes, Ishrak said. "So it’s in their interest to help us with our process, and in fact, the price that we paid was lower than it otherwise would have been because of that," he said.
- The deal will be good for the U.S. economy: That’s because, contrary to popular belief, it won’t affect the amount of U.S. taxes Medtronic pays but will free up billions of cash for deployment here. "You tell me how it’s bad," Ishrak said. "Before transaction we cannot deploy this cash in the U.S., Medtronic cannot deploy this cash in the U.S. After transaction we can, and we intend to deploy it in the U.S. medtech industry and in R&D and in technology investments, and we’ve put out a number, which is $10 million, $10 billion over what we would otherwise do in the next 10 years."
- Medtronic will provide employees with tax advisor services: The deal means a tax hit for anyone who owns MDT stock – employees, executives and shareholders alike – so Medtronic is providing free tax advisory services including 1-on-1 tax planning advice for its employees.*
*Correction, August 26,2014: This article originally said that Medtronic would provide tax advisory services to shareholders. The services are for employees only. Return to the corrected sentence.