Merit Medical Closes Deal with BD for Purchase of Divestment Assets

South Jordan—Merit Medical Systems, Inc., a leading manufacturer and marketer of proprietary disposable devices used in interventional, diagnostic and therapeutic procedures, particularly in cardiology, radiology, oncology, critical care and endoscopy, announced Thursday that it has closed the purchase of divestment assets from BD (Becton, Dickinson and Company) in connection with BD’s recently completed acquisition of C.R. Bard, Inc.

The assets acquired are soft tissue core needle biopsy products sold under the trade names of Achieve™ Programmable Automatic Biopsy System, Temno™ Biopsy System, Tru-Cut™ Biopsy Needles as well as Aspira® Pleural Effusion Drainage Kits, and the Aspira® Peritoneal Drainage System. These products will be sold by Merit’s global direct sales force and distribution partners.

The purchase price for the product lines and related assets was $100 million, subject to adjustment for fluctuations in the value of transferred inventory. Merit financed the acquisition through borrowings under its revolving credit facility.

This transaction is expected to be accretive to both GAAP and non-GAAP earnings in 2018, including the anticipated impact of incremental interest expense associated with financing the transaction. Merit’s management expects the acquisition to provide incremental revenues on an annualized basis in the range of $42-48 million. The transaction is also expected to expand Merit’s operating margins and increase its cash flow. Merit’s management expects the acquisition to provide $0.10–$0.19 in adjusted annualized non-GAAP earnings per share accretion ($0.01 to $0.08 in annualized GAAP earnings per share accretion).

“This transaction has been instructional and informative as we have navigated the process to closure,” said Merit’s Chairman and Chief Executive Officer Fred P. Lampropoulos. “We continue to be positive about the products and opportunities as we look forward. Transition and execution are now the keys. Our global sales force and distribution partners are in the process of training. Combined with our Corvocet™ Full Core Biopsy System and our Laurane bone biopsy products, we now offer a portfolio of products to meet our customers’ needs. We will discuss the anticipated effects of the transaction on our 2018 operating and financial results during our upcoming conference call on February 28th.”