Auris Surgical Robotics and Hansen Medical have signed a definitive merger agreement under which Auris will acquire Hansen Medical for US$4 per share in cash, or a total equity value of approximately US$80m.
The purchase price per share represents a premium of approximately 39.9% over the closing sale price of common stock of Hansen Medical as reported on NASDAQ on 19 April 2016. In addition, certain significant stockholders of Hansen Medical have agreed to invest approximately US$49m into Auris contemporaneously with the closing of the transaction.
“Hansen Medical has developed a technology leadership position in the field of intravascular robotics,” commented Fred Moll, chief executive officer of Auris. “There remains a significant opportunity in flexible robotics and I am excited to combine with Hansen Medical to advance this market.”
“We are pleased with this outcome, which we believe maximises value for our shareholders. The combined capabilities of Auris and Hansen Medical will accelerate the proliferation of medical robotics to advance patient care,” said Cary Vance, president and chief executive officer of Hansen Medical.
The transaction is expected to close in mid-2016, subject to customary closing conditions, including Hansen Medical shareholder approval. Holders of approximately 65.4% of Hansen Medical’s outstanding shares, including all executive officers and directors of Hansen Medical and the significant stockholders described above, have entered into voting agreements with Auris and Hansen Medical pursuant to which they have agreed to vote in favour of and otherwise support the transaction.