A Diagnostics & Imaging Week
St. Jude Medical (St. Paul, Minnesota) reported that in connection with the previously disclosed acquisition of EP MedSystems (West Berlin, New Jersey), the final exchange ratio is 0.0738 (rounded) for the stock portion of the consideration.
As previously reported, under the terms of the agreement, EP MedSystems shareholders will receive either $3 in cash or about $3 of St. Jude common stock (as provided in the merger agreement) for each EP share they own for a total of about $92.1 million. EP shareholders have the option to elect between cash and shares, subject to proration such that St. Jude Medical will issue at least 40% of the total merger consideration in its common stock and up to 60% in cash.
The exchange ratio for the stock portion of the consideration is a fraction: with the numerator of $3 and the denominator of $40.67, which is the average closing price of St. Jude common stock over 10 consecutive trading days ending on and including July 1, the second trading day prior to the anticipated closing date of the acquisition.
As previously reported, the election deadline was 5 p.m. EDT, July 1.
EP MedSystems develops a line of products for use in the cardiac rhythm management or electrophysiology market which are used for visualization, diagnosis and treatment of cardiac rhythm disorders.
In other dealmaking news, Biomagnetics Diagnostics (Orangevale, California) reported launch of the process to acquire other businesses.
It said it has secured acquisition capital and has contracted with Southbridge Business Resources (Tulsa, Oklahoma) to acquire deals for Biomagnetics.
The company said it is looking at six companies which Southbridge will be able to help it acquire, potentially bringing an additional $15 million or greater and EBITDA greater than 20% through acquisitions in 2008.
Biomagnetics, through its subsidiary, Biospectrum Technologies (Orangevale), has patented diagnostic equipment and assays designed to be qualitative, quantitative and easily performed.