Precision technology company Nordson has agreed to acquire medical infusion fluid delivery technology developer Atrion in a deal that values the latter at around $815m.
Both firms are currently listed on Nasdaq.
Texas-based Atrion makes proprietary medical products and niche cardiovascular solutions from three specialised US Food and Drug Administration (FDA)-registered manufacturing plants in the US.
The acquisition is expected to expand Nordson’s medical portfolio into the infusion and cardiovascular therapies market.
The deal consists of Atrion’s three key businesses including Halkey Roberts, Atrion Medical, and Quest Medical.
Halkey Roberts develops infusion fluid delivery solutions including single-use original equipment manufacturer (OEM) medical components.
Atrion Medical provides OEM interventional inflation devices for balloon catheterisation, stent deployment, and fluid delivery.
On the other hand, Quest Medical designs myocardial protection devices and single-use consumables for cardiovascular surgeries.
Nordson president and CEO Sundaram Nagarajan said: “This attractive end market has several long-term secular growth drivers, including aging of the population, increasing healthcare spending and procedures, adopting of minimally-invasive surgical techniques, continuing innovation and medical OEM outsourcing.
“We have long admired Atrion’s technology portfolio, and today’s announcement represents a step forward in expanding our medical offerings for our customers.”
Under the terms of the agreement, Nordson will acquire Atrion for $460 per share in cash.
A fully-owned subsidiary Nordson’s is set to merge into Atrion, with the cardiovascular solutions provider emerging as the surviving entity.
The transaction’s enterprise value is based on a multiple of 20.2 times Atrion’s 2023 EBITDA. The $460 per share price signifies a 15% premium over Atrion’s 90-day average daily volume-weighted average stock price.
Atrion president and CEO David Battat said: “The multiple of over twenty times Atrion’s 2023 EBITDA reflects the substantial value of the business my co-workers have worked so hard to build.
“I am immensely proud of our team, and I believe Nordson is a great home to continue to grow our business and to advance our people and products.”
The acquisition is expected to conclude in Q3 2024, subject to applicable regulatory and stockholder approvals. It will be funded via cash on hand and newly issued financial debt.
Morgan Stanley & Co. was the sole financial adviser to Nordson for the deal, while Davis Polk & Wardwell provided legal counsel.
