- Abbott will gain an innovative, complementary solution in
treating vascular disease through CSI's leading atherectomy system,
which prepares vessels for angioplasty or stenting to restore blood
flow
- CSI's offering will support Abbott's ability to provide better
care for patients with peripheral and coronary artery disease
ABBOTT PARK, Ill. and ST. PAUL, Minn., Feb. 8, 2023
/PRNewswire/ -- Abbott (NYSE: ABT) and Cardiovascular Systems, Inc.
(CSI), today announced a definitive agreement for Abbott to acquire
CSI, a medical device company with an innovative atherectomy system
used in treating peripheral and coronary artery disease. Under
terms of the agreement, CSI stockholders will receive $20 per common share at a total expected equity
value of approximately $890
million.
CSI is a leader in devices for atherectomy, a minimally invasive
treatment for plaque build-up in arteries that can restrict blood
flow. Procedural use of atherectomy can help maximize the benefits
of standard balloon angioplasty or stent treatments in restoring
blood flow in complex arterial disease. CSI also has an early-stage
pipeline of complementary vascular intervention devices in
development.
"The acquisition of CSI will add new, complementary technologies
to Abbott's leading vascular device offerings," said Lisa Earnhardt, executive vice president,
Medical Devices, Abbott. "CSI has a talented and experienced team
and a leading atherectomy system that will allow Abbott to provide
physicians more tools to help patients live fuller lives."
"We are pleased to have reached an agreement with a leading
global company that shares our passion for the development and
commercialization of innovative solutions for treating complex
peripheral vascular disease and coronary artery disease," said
Scott Ward, CSI's chairman,
president and chief executive officer. "We believe combining with
Abbott delivers value to our patients, physician customers,
employees and stockholders while continuing our work to save limbs
and save lives every day."
Financial Impact of Transaction
Upon close, the transaction is expected to be neutral to
Abbott's recently issued 2023 ongoing earnings per share
guidance.
The transaction, which has been approved by the boards of
directors of CSI and Abbott, is subject to the approval of CSI
stockholders and the satisfaction of customary closing conditions,
including applicable regulatory approvals.
J.P. Morgan Securities LLC is serving as financial advisor
to CSI.
About Abbott
Abbott is a global healthcare leader that helps people live more
fully at all stages of life. Our portfolio of life-changing
technologies spans the spectrum of healthcare, with leading
businesses and products in diagnostics, medical devices,
nutritionals and branded generic medicines. Our 115,000 colleagues
serve people in more than 160 countries.
Connect with us at www.abbott.com, on LinkedIn at
www.linkedin.com/company/abbott-/, on Facebook at
www.facebook.com/Abbott and on Twitter @AbbottNews.
About Cardiovascular Systems, Inc.
Cardiovascular Systems, Inc., based in St. Paul, Minn., is a medical device company
focused on developing and commercializing innovative solutions for
treating vascular and coronary disease. The company's orbital
atherectomy system treats calcified and fibrotic plaque in arterial
vessels throughout the leg and heart and addresses many of the
limitations associated with existing surgical, catheter and
pharmacological treatment alternatives. For more information, visit
www.csi360.com and follow us on LinkedIn and Twitter.
Additional Information and Where to Find It
This news release may be deemed to be solicitation material in
respect of the proposed acquisition of Cardiovascular Systems, Inc.
(CSI), by Abbott. In connection with the proposed acquisition, CSI
intends to file relevant materials with the United States
Securities and Exchange Commission (the "SEC"), including CSI's
preliminary and definitive proxy statements relating to the
transaction. CSI stockholders are urged to read all relevant
documents filed with the SEC, including CSI's preliminary and
definitive proxy statements, because they will contain important
information about the proposed transaction and the parties to the
proposed transaction. Investors and security holders are able to
obtain the documents (once available) free of charge at the SEC's
website at www.sec.gov, or free of charge from CSI at
www.investors.csi360.com.
Participants in the Solicitation
CSI and its directors, executive officers and other members of
management and employees, under SEC rules, may be deemed to be
"participants" in the solicitation of proxies from CSI stockholders
in favor of the proposed transaction. Information about CSI's
directors and executive officers is set forth in CSI's Proxy
Statement on Schedule 14A for its 2022 Annual Meeting of
Stockholders, as revised, which was filed with the SEC on
Oct. 26, 2022, and its Annual Report
on Form 10-K for the fiscal year ended June
30, 2022, which was filed with the SEC on Aug. 18, 2022. Information concerning the
interests of CSI's participants in the solicitation, which may, in
some cases, be different than those of CSI's stockholders
generally, is set forth in the materials filed by CSI with the SEC,
and will be set forth in the preliminary and definitive proxy
statements relating to the proposed transaction.
— Private Securities Litigation Reform Act of
1995 —
A Caution Concerning Forward-Looking
Statements
Some statements in this news release may be forward-looking
statements for purposes of the Private Securities Litigation Reform
Act of 1995. Abbott and CSI caution that these forward-looking
statements are subject to risks and uncertainties that may cause
actual results to differ materially from those indicated in the
forward-looking statements, including but not limited to the
ability of the parties to consummate the proposed transaction on a
timely basis or at all, the ability of the parties to satisfy the
conditions precedent to consummation of the proposed transaction,
including the ability to secure the applicable regulatory approvals
on the terms expected, at all or in a timely manner, the
effect of the announcement of the proposed transaction on the
ability of CSI to retain and hire key personnel and maintain
relationships with its key business partners and customers, and
others with whom it does business, or on its operating results and
businesses generally, the response of competitors to the proposed
transaction, risks associated with the disruption of CSI
management's attention from ongoing business operations due
to the proposed transaction, significant costs associated with the
proposed transaction, potential litigation relating to the proposed
transaction, restrictions during the pendency of the proposed
transaction that may impact CSI's ability to conduct its
business, the ability of Abbott to successfully integrate
CSI's operations, and the ability of Abbott to implement its
plans, forecasts and other expectations with respect to
CSI's business after the completion of the transaction and
realize expected synergies. Economic, competitive, governmental,
technological and other factors that may affect Abbott's and
CSI's operations are discussed in Item 1A, "Risk
Factors," in each of Abbott's Annual Report on Form
10-K for the year ended Dec. 31,
2021, and CSI's Annual Report on Form 10-K for the
year ended June 30, 2022,
respectively, and are incorporated herein by reference. Abbott and
CSI are providing the information in this news release as of this
date. Abbott and CSI undertake no obligation to release publicly
any revisions to the information included in this news release or
any forward-looking statements as a result of new information,
subsequent events or developments, except as required by
law.
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SOURCE Abbott; Cardiovascular Systems, Inc.