Johnson & Johnson said Wednesday night that it would acquire Indianapolis-based interventional device firm Guidant for $25.4 billion.
The deal will result in new cardiovascular device unit for Johnson & Johnson. The unit will bear the Guidant name and will include Cordis, a Johnson & Johnson company. The Cordis name will be retained for certain products within the franchise, Guidant said.
Under the terms of the agreement, each share of Guidant common stock will be exchanged for $30.40 in cash and $45.60 in Johnson & Johnson common stock, provided the average Johnson & Johnson common stock price is between $55.45 and $67.09 during the 15-day trading period ending three days prior to the transaction closing, according to Guidant.
The deal has an estimated net acquisition cost of $23.9 billion, as of the close of business yesterday, on the basis of Guidant's approximately 334 million fully diluted shares outstanding, net of estimated cash on hand at the time of closing.
The boards of directors of Johnson & Johnson and Guidant have given their respective approvals to the transaction, which is subject to clearance under the Hart-Scott-Rodino Antitrust Improvements Act, the European Union merger control regulation, and other closing conditions. The agreement will require the approval of Guidant's shareholders, the company said.
By AuntMinnie.com staff writers
December 16, 2004
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