Summary
Johnson & Johnson (JNJ) announced the completion of its acquisition of Synthes, Inc. through a merger on June 14, 2012. The acquisition was conducted via a wholly-owned subsidiary, Janssen Pharmaceutical, and integrates Synthes into JNJ's DePuy franchise, forming the DePuy Synthes Companies of Johnson & Johnson. This strategic move aims to bolster JNJ's offerings in orthopaedics, spinal care, sports medicine, and neurosciences. Investors should note the transaction structure involved a mix of cash and JNJ common stock. Each Synthes share was exchanged for CHF 55.65 in cash and 1.7170 shares of JNJ stock. The stock portion was financed through accelerated share repurchase agreements, and the cash component was funded by existing cash reserves. While the financial details of the acquired business and pro forma information are pending, this merger signifies a significant expansion of JNJ's medical device segment.
Key Highlights
- 1Completion of acquisition of Synthes, Inc. by Johnson & Johnson.
- 2Acquisition structured as a merger with Synthes becoming a wholly-owned subsidiary.
- 3Synthes to be integrated with JNJ's DePuy franchise to form 'DePuy Synthes Companies of Johnson & Johnson'.
- 4Transaction involved a combination of cash and Johnson & Johnson common stock as consideration for Synthes shareholders.
- 5Each Synthes share received CHF 55.65 in cash and 1.7170 shares of JNJ common stock.
- 6Stock portion of consideration funded via accelerated share repurchase agreements.
- 7The acquisition is expected to strengthen JNJ's position in the orthopaedics, spinal care, sports medicine, and neurosciences markets.