Merit Medical Systems Inc. of South Jordan has signed an agreement to acquire Cianna Medical Inc., headquartered in Aliso Viejo, California. The transaction has been approved by the boards of directors of both companies and now goes to the stockholders for approval. The deal will close in the fourth quarter, pending Hart-Scott-Rodino Antitrust Improvements Act approval.
The deal structure includes an upfront payment of $135 million with potential earn-out payments of an additional $15 million for achievement of supply chain and scalability metrics, and up to an additional $50 million for achievement of sales milestones, Merit said.
Merit manufactures and markets proprietary disposable medical devices used in interventional, diagnostic and therapeutic procedures, particularly in cardiology, radiology, oncology, critical care and endoscopy.
Cianna Medical manufactures wire-free breast localization devices and has been focused on breast conservation for 11 years. The company develops, manufactures and markets innovative medical products designed to reduce costs, improve quality and reduce the anxiety and stress breast cancer treatments place on women and their families.
“This transaction adds to Merit a technology leader in breast tumor localization that is precise, highly directional and visible,” said Fred P. Lampropoulos, Merit’s chairman and CEO. “We believe there are substantial global growth opportunities for the Cianna Medical products, especially considering Merit’s expansive global footprint.
“Merit plans to keep substantially all of Cianna Medical’s commercial and R&D teams in place and to enhance overall coverage in areas currently underserved by Cianna Medical,” Lampropoulos said. “We want to maintain the momentum of the Cianna Medical team while adding enhanced logistical and clinical support.”
“The planned merger is a fusion of shared values focused on addressing real healthcare needs that improve lives,” said Jill Anderson, Cianna president and CEO. “Our companies share a rich history of developing technologies that put patients’ needs first. Merit Medical brings exceptional resources to the Cianna Medical team that will intensify its growth and broaden its focus beyond breast cancer. I am delighted that Mr. Lampropoulos will lead an efficient integration of our companies for the benefit of our employees, physicians, hospitals and the women we serve.”
Founded in 1987, Merit Medical serves client hospitals worldwide with a domestic and international sales force and clinical support team totaling in excess of 300. Merit employs approximately 5,500 people worldwide with facilities in South Jordan; Pearland, Texas; Richmond, Virginia; Malvern, Pennsylvania; Rockland, Massachusetts; San Jose, California; Maastricht and Venlo, The Netherlands; Paris, France; Galway, Ireland; Beijing, China; Tijuana, Mexico; Joinville, Brazil; Markham, Ontario, Canada; Melbourne, Australia; Tokyo, Japan; and Singapore.