Haemonetics Corporation, a global medical technology company focused on delivering innovative medical solutions to drive better patient outcomes, today announced that it has entered into a definitive agreement to acquire privately-held Cardiva Medical, Inc., an industry-leading manufacturer of vascular closure systems based in Santa Clara, California. Under the terms of the agreement, Haemonetics will acquire Cardiva for an upfront cash payment of $475 million at closing and up to an additional $35 million in contingent consideration based on sales growth. The acquisition is subject to customary closing conditions and is expected to be completed in the first quarter of 2021.
Cardiva’s portfolio includes two catheter-based vascular access site closure devices. The VASCADE® vascular closure system is designed for “small-bore” femoral arterial and venous closure, generally used in interventional cardiology and peripheral vascular procedures, and is the only marketed closure device that significantly reduces access site complications versus manual compression. The VASCADE MVP® vascular closure system is designed for “mid-bore” multi-access femoral venous closure, generally used in electrophysiology procedures, and is the only FDA approved closure device for use following cardiac ablation procedures requiring two or more access sites within the same vessel. Both devices include Cardiva’s proprietary collapsible disc technology and a resorbable collagen patch to achieve hemostasis.
Chris Simon, Haemonetics’ President and CEO, said, “We are excited to add Cardiva’s vascular closure technology to our portfolio and look forward to welcoming their talented team. This acquisition immediately expands and diversifies our hospital offerings in the large and growing interventional cardiology and electrophysiology markets and aligns with our innovation agenda.”
John Russell, Cardiva’s President and CEO, added, “We are delighted to become part of a company that shares our commitment to technology leadership and meaningfully advancing patient care in some of the most critical areas of medicine. We believe that Haemonetics’ history of leadership in hemostasis management makes the Company an ideal partner to realize the full potential of our VASCADE platform technology.”
The acquisition is expected to deliver about $65-$75 million of revenue in the first fiscal year. The transaction is expected to be dilutive to adjusted net earnings per diluted share by ($0.15 – $0.20) in the fiscal year 2022 and about neutral to adjusted net earnings per diluted share in the fiscal year 2023. The acquisition is expected to deliver a return rate on invested capital of 10% by year five.
Haemonetics plans to finance this acquisition through a combination of cash, an existing revolving credit facility, and an additional $150 million term loan. Following this acquisition, the Company debt to EBITDA ratio, as calculated in accordance with the terms outlined in the Company’s existing Credit Agreement, is expected to be approximately 3.2.
In connection with this transaction, Moelis & Company LLC is serving as financial advisor to Haemonetics, and DLA Piper is serving as legal advisor. Additionally, J.P. Morgan Securities LLC is acting as financial advisor to Cardiva, and Cooley LLP is serving as legal advisor.