To be acquired by Danaher for CHF17.10 per share, total enterprise value approx $2.2B (5% below last closing price)
Under the terms of the transaction agreement, Danaher will commence a voluntary all-cash public tender offer of CHF 17.10 per Nobel Biocare share to purchase all of Nobel Biocare's publicly held registered shares. The offer prospectus is expected to be published on or around October 1, 2014 and the offer period during which Nobel Biocare shareholders may tender their registered shares is expected to start on or around October 16, 2014.
Nobel Biocare would become part of Danaher's $2.2 billion Dental segment and complements Danaher's position in the implant industry.
The Nobel Biocare Board of Directors has recommended that Nobel Biocare shareholders accept and tender their shares into the offer, which represents a premium of approximately 23% to Nobel Biocare's closing price on July 28, 2014, the day before market speculation began regarding a potential sale of the Company, or 28% on the basis of the 60 day volume-weighted average price on that date.
The offer is subject to customary conditions, including tender of 67% of the outstanding shares into the offer, applicable regulatory approvals and the absence of a material adverse change with respect to Nobel Biocare. The offer is expected to be completed in late 2014 or early 2015.