Sep. 22, 2015, 6:03 PM
- Cyberonics (NASDAQ:CYBX) says its stockholders have overwhelmingly approved a merger with Italy's Sorin (OTC:SORJF) at a special meeting today.
- More than 98.8% of Cyberonics votes cast were in favor (representing 84.2% of outstanding shares). Sorin shareholders approved the transaction in May.
- The two agreed to merge in February and will form a holding company called LivaNova, bringing together expertise in cardiac surgery and neuromodulation. The new company will have about 4,500 employees across 100 countries.
- The transaction is expected to close in Q4.
Feb. 26, 2015, 7:06 AM
- Sorin S.p.A. (OTC:SORJF) and Cyberonics (NASDAQ:CYBX) agree to merge, creating a combined company with an equity value of ~$2.7B. Under the terms of the transaction, the firms will combine under a newly formed holding company, "NewCo", which will be named prior to the close of the deal. Each Cyberonics shareholder will receive one ordinary share of NewCo for each CYBX share. Each Sorin shareholder will receive a fixed ratio of 0.0472 ordinary shares of NewCo for each Sorin share owned. After the close, Cyberonics shareholders will own ~54% of NewCo while Sorin shareholders will own ~46%.
- The marriage brings Sorin's leadership in cardiac surgery together with Cyberonics' leadership in neuromodulation. Sorin CEO Andre-Michel Ballester will be Chief Executive of NewCo while Cyberonics CEO Dan Moore will become non-executive Chairman.