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|Medtronic Signs Agreement to Acquire ATS Medical|
Acquisition Will Expand Access to Innovative Treatment Options for Structural Heart Disease
MINNEAPOLIS – April 29, 2010 – Medtronic, Inc. (NYSE: MDT), and ATS Medical, Inc. (NASDAQ: ATSI), today announced that the companies have signed a definitive agreement under which Medtronic will acquire ATS Medical by paying $4.00 per share in cash for each share of ATS Medical stock. The total value of the transaction is expected to be approximately $370 million, which includes the purchase of ATS Medical stock and assumption of net debt.
ATS Medical is a leading developer, manufacturer and marketer of products and services focused on cardiac surgery, including heart valves and cryoablation technology. The company’s innovative Open-Pivot® bileaflet mechanical and 3f® pericardial valve technology, along with its CryoMaze family of ablation products, will extend Medtronic’s current product offerings to cardiac surgeons.
“The acquisition of ATS Medical will further strengthen our CardioVascular business,” said Scott Ward, senior vice president of Medtronic, Inc., and president of the CardioVascular business. “ATS is an innovative and successful company that is well respected by cardiac surgeons throughout the world.”
“Medtronic’s complementary mission and leadership in treatments for structural heart disease represents the best possible opportunity for bringing ATS Medical’s innovative cardiac surgery technologies to more surgeons and patients,” said Michael Dale, chairman, president and CEO of ATS Medical. “We are very proud of the business that ATS Medical’s past and present employees have built while maintaining an unwavering focus on innovation and, above all, delivering products that provide superior clinical outcomes.”
The transaction is subject to customary closing conditions, including approval by ATS Medical’s shareholders and U.S. and foreign regulatory clearances.
About ATS Medical
Additional Information about the Proposed Transaction and Where You Can Find It
Information Regarding Participants
Any forward-looking statements are subject to risks and uncertainties. Medtronic cautions readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information. Forward looking statements include, but are not limited to, statements about the benefits of the acquisition, including expected cost savings and operating synergies, the strength of ATS Medical’s product portfolio, the ability of Medtronic to re-enter into the mechanical valve segment, improved patient outcome and adoption of ATS Medical’s products by surgeons. The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: the ability to obtain regulatory approvals of the proposed acquisition, including antitrust approvals; the failure of ATS Medical’s shareholders to approve the transaction; the risk that the businesses will not be integrated successfully; the risk that the cost savings and any other synergies from the acquisition may not be fully realized or may take longer to realize than expected; disruption from the acquisition making it more difficult to maintain relationships with customers, employees or suppliers; and competition and its effect on pricing, spending, third-party relationships and revenues. Additional factors that may affect future results are contained in Medtronic’s Annual Report on Form 10-K for the year ended April 24, 2009 and Medtronic’s Quarterly Report on Form 10-Q for the quarter ended January 29, 2010. Actual results may differ materially from anticipated results. Medtronic disclaims any obligation to update and revise statements contained in this release based on new information or otherwise.
###Medtronic Media Contacts:
Rich Fischer, Public Relations, 763-505-2975
Annie Dubsky, Exponent PR, 612-305-6376