Acquisition to Accelerate Medtronic’s Strategy to Transform Spinal Procedures
and Improve Outcomes Through Fully-Integrated Surgical Solutions
and Improve Outcomes Through Fully-Integrated Surgical Solutions
Medtronic plc (NYSE:MDT), a
global leader in medical technology, and Mazor Robotics (NASDAQ:MZOR,
TASE:MZOR.TZ), a pioneer in the field of robotic guidance systems, today
announced the companies have entered into a definitive merger agreement under
which Medtronic will acquire all outstanding ordinary shares of Mazor for $58.50
per American Depository Share, or $29.25 (104.80 ILS) per ordinary share, in
cash, for a total of approximately $1.64 billion, or $1.34 billion net of
Medtronic’s existing stake in Mazor and cash acquired. The boards of directors
of both companies have unanimously approved the transaction.
global leader in medical technology, and Mazor Robotics (NASDAQ:MZOR,
TASE:MZOR.TZ), a pioneer in the field of robotic guidance systems, today
announced the companies have entered into a definitive merger agreement under
which Medtronic will acquire all outstanding ordinary shares of Mazor for $58.50
per American Depository Share, or $29.25 (104.80 ILS) per ordinary share, in
cash, for a total of approximately $1.64 billion, or $1.34 billion net of
Medtronic’s existing stake in Mazor and cash acquired. The boards of directors
of both companies have unanimously approved the transaction.
Medtronic’s acquisition of Mazor strengthens Medtronic’s position as a global
leader in enabling technologies for spine surgery, and drives Mazor Robotics’
vision to bring its core technology to the forefront of the global market.
Mazor’s proprietary core platform technology, including the Mazor X(TM) Robotic
Guidance System (Mazor X), and the Renaissance® Surgical-Guidance System
(Renaissance), are transforming spinal surgery from freehand procedures to
accurate, state-of-the-art, guided procedures. By combining Medtronic’s market-
leading spine implants, navigation, and intra-operative imaging technology with
Mazor’s robotic-assisted surgery (RAS) systems, Medtronic intends to offer a
fully-integrated procedural solution for surgical planning, execution and
confirmation. The companies plan to showcase this technology integration at the
upcoming NASS (North American Spine Society) 2018 Annual Meeting in Los Angeles.
leader in enabling technologies for spine surgery, and drives Mazor Robotics’
vision to bring its core technology to the forefront of the global market.
Mazor’s proprietary core platform technology, including the Mazor X(TM) Robotic
Guidance System (Mazor X), and the Renaissance® Surgical-Guidance System
(Renaissance), are transforming spinal surgery from freehand procedures to
accurate, state-of-the-art, guided procedures. By combining Medtronic’s market-
leading spine implants, navigation, and intra-operative imaging technology with
Mazor’s robotic-assisted surgery (RAS) systems, Medtronic intends to offer a
fully-integrated procedural solution for surgical planning, execution and
confirmation. The companies plan to showcase this technology integration at the
upcoming NASS (North American Spine Society) 2018 Annual Meeting in Los Angeles.
“We believe robotic-assisted procedures are the future of spine surgery,
enhancing surgeons’ abilities to perform complex procedures with greater
precision, consistency and control. Medtronic is committed to accelerating the
adoption of robotic-assisted surgery and transforming spine care through
procedural solutions that integrate implants, biologics and enabling
technologies,” said Geoff Martha, executive vice president and president of the
Restorative Therapies Group at Medtronic. “The acquisition of Mazor adds
robotic-assisted guidance systems to our expanding portfolio of enabling
technologies, and we intend to further cultivate Mazor’s legacy of innovation in
surgical robotics with the site and team in Israel as a base for future growth.”
enhancing surgeons’ abilities to perform complex procedures with greater
precision, consistency and control. Medtronic is committed to accelerating the
adoption of robotic-assisted surgery and transforming spine care through
procedural solutions that integrate implants, biologics and enabling
technologies,” said Geoff Martha, executive vice president and president of the
Restorative Therapies Group at Medtronic. “The acquisition of Mazor adds
robotic-assisted guidance systems to our expanding portfolio of enabling
technologies, and we intend to further cultivate Mazor’s legacy of innovation in
surgical robotics with the site and team in Israel as a base for future growth.”
This transaction builds on a relationship originated in May 2016 under a multi-
phased strategic and equity investment agreement between Medtronic and Mazor. In
August 2017, Medtronic expanded the partnership to become the exclusive
worldwide distributor of the Mazor X system, leading to the successful
installation of more than 80 Mazor X systems since launch. With today’s
announcement bringing the two companies together, Medtronic aims to accelerate
the advancement and adoption of RAS in spine to the benefit of patients,
providers, and the healthcare system more broadly.
phased strategic and equity investment agreement between Medtronic and Mazor. In
August 2017, Medtronic expanded the partnership to become the exclusive
worldwide distributor of the Mazor X system, leading to the successful
installation of more than 80 Mazor X systems since launch. With today’s
announcement bringing the two companies together, Medtronic aims to accelerate
the advancement and adoption of RAS in spine to the benefit of patients,
providers, and the healthcare system more broadly.
“Today is a historic day for spine surgery and a defining event in the market’s
evolution, and I want to acknowledge and thank all of those whose contribution
and faith have been so critical and impactful to our success,” said Ori Hadomi,
CEO of Mazor Robotics. “The Mazor team and product portfolio’s full integration
into Medtronic will maximize our impact globally through Medtronic’s channels,
advance our systems’ leadership position in the marketplace, and drive the
realization of our vision to heal through innovation.”
evolution, and I want to acknowledge and thank all of those whose contribution
and faith have been so critical and impactful to our success,” said Ori Hadomi,
CEO of Mazor Robotics. “The Mazor team and product portfolio’s full integration
into Medtronic will maximize our impact globally through Medtronic’s channels,
advance our systems’ leadership position in the marketplace, and drive the
realization of our vision to heal through innovation.”
Financial Highlights
The acquisition is expected to close during Medtronic’s third fiscal quarter
ending January 25, 2019, subject to the satisfaction of customary closing
conditions including receipt of regulatory clearances and approval by Mazor’s
shareholders. The transaction is expected to be modestly dilutive to Medtronic’s
fiscal 2019 adjusted earnings per share, but given the current strength of
Medtronic’s business, the company expects to absorb the dilution.
The acquisition is expected to close during Medtronic’s third fiscal quarter
ending January 25, 2019, subject to the satisfaction of customary closing
conditions including receipt of regulatory clearances and approval by Mazor’s
shareholders. The transaction is expected to be modestly dilutive to Medtronic’s
fiscal 2019 adjusted earnings per share, but given the current strength of
Medtronic’s business, the company expects to absorb the dilution.
Consistent with its long-term financial objectives, Medtronic projects the
acquisition to generate a double-digit return on invested capital (ROIC) by year
four, with an increasing contribution thereafter.
acquisition to generate a double-digit return on invested capital (ROIC) by year
four, with an increasing contribution thereafter.
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