Zimmer (NYSE:ZMH) today said it agreed to float some $7.65 billion in senior notes to help finance its $13.35 billion buyout of cross-town orthopedics rival Biomet.
Warsaw, Ind.-based Zimmer said it expects the notes offering to close March 19, with the merger slated to go on the books by the end of the 1st quarter "or shortly thereafter."
Zimmer said it plans to offer $500 million in 1.45% senior notes due in 2017; $1.15 billion in 2.0% notes due in 2018; $1.50 billion in 2.7% notes due in 2020; $750 million in 3.15% notes due in 2022; $2.0 billion in 3.55% notes due in 2025; $500 million in 4.25% notes due in 2035; and $1.25 billion in 4.45% notes due in 2045.
Yesterday Zimmer released a pro-forma financial estimate of the post-merger company, saying the Biomet deal will result in an entity that throws off annual profits of nearly $850 million on sales of about $8 billion.
The Zimmer-Biomet balance sheet will include cash & equivalents of $940.4 million, deferred income taxes of $3.87 billion and a whopping $11.78 billion in long-term debt, Zimmer said.
The merger is awaiting a ruling by anti-trust regulators on the European Commission. Last month Zimmer revised the terms of the deal in a 2nd attempt to mollify the EuroZone.
The latest proposal is substantially the same as an offer Zimmer made last December to sell off parts of its European business. The assets that would be divested include a unicompartmental knee brand and an elbow brand in the European Economic Area and a total knee brand in 2 EEA countries, the company said at the time.
Although the EuroZone commission has until May 26 to make its call, Zimmer said it’s still confident in a 1st-quarter closing.
"We continue to work with the European Commission to finalize the remaining details for a remedy package. We also continue to make progress as it relates to the U.S. and Japan," Zimmer president & CEO David Dvorak said during a conference call with analysts, adding that Zimmer continues to expect "to be in a position to close the merger before the end of the 1st quarter."
The company reported profits of $156.6 million for the 4th quarter, or 91¢ per diluted share, on sales of $1.22 billion. That’s a 33.6% bottom-line slide compared with the 2013 4th quarter, on a sales decline of 1.4%.
For the full year, Zimmer reported profits of $720 million, or $4.19 per share, on sales of $4.67 billion, for a profit slide of 5.4% on 1.1% sales growth. Zimmer said it plans to provide guidance for 2015 in full after closing its acquisition of Biomet.