The terms of the deal call for St. Jude to pay $63.50 in cash for each share of Pleasanton, Calif.-based Thoratec, funded using term loans and senior unsecured debt, Little Canada, Minn.-based St. Jude said. Rumors about a possible deal surfaced yesterday.
The deal also includes a “go shop” provision allowing Thoratec to pursue other acquirers until August 20. If another deal does come through during that time, Thoratec would have to pony up a $30 million termination fee. That fee rises to $111 million should a deal arise after the go-shop period, St. Jude said. The acquisition is expected to close during the 4th quarter.
“Thoratec’s strong core business and rich portfolio of new products complement St. Jude Medical’s innovation-based growth strategy and will benefit patients, customers, employees and shareholders of both companies,” St. Jude chairman, president & CEO Daniel Starks said in prepared remarks. “The addition of Thoratec’s leading ventricular assist device portfolio expands and enhances St. Jude Medical’s established presence in heart failure therapies. We look forward to welcoming Thoratec employees to our company at such an exciting time in our history.”
“Thoratec is pleased to join St. Jude Medical as we create a company that’s uniquely positioned to advance treatment options for patients living with heart failure,” added Thoratec president & CEO Keith Grossman. “By combining the capabilities and leading technologies of both companies, we will be able to expand access, reduce costs and advance heart failure therapies on a global basis. Our employees and customers have worked together tirelessly over many years to create the market leader Thoratec has become. It is gratifying to see the creation of a combined product platform and capability with St. Jude Medical that will fulfill the promise of our products to many, many more patients in the years to come.”
St. Jude said it expects the acquisition to add to its adjusted earnings per share during 2016.