CONMED Corporation (NYSE: CNMD) announced a definitive agreement to acquire privately held Biorez, Inc. (Biorez), on a cash-free, debt-free basis, for cash consideration of $85 million at closing, subject to adjustment, and up to an additional $165 million in growth-based earnout payments over a four-year period. The transaction is expected to be financed through the company’s existing credit facility. The transaction is expected to close in early August 2022.
“I am proud of the Biorez team for developing an innovative healing solution that provides a new treatment option for surgeons and patients. We are thrilled to join CONMED to accelerate the growth of our technology on a global scale.”
Biorez is a medical device start-up based in New Haven, CT and is focused on advancing the healing of soft tissue using its proprietary BioBrace® Implant technology. The BioBrace implant is an innovative bioinductive scaffold that is intended to reinforce soft tissue where weakness exists and facilitate healing. BioBrace® is cleared for use by the FDA in multiple product sizes.
“The addition of Biorez and its BioBrace® platform represents an important step forward for our sports medicine portfolio,” commented Curt R. Hartman, CONMED’s Chair of the Board, President, and Chief Executive Officer. “BioBrace® fits seamlessly into our existing suite of products, and we are excited to advance the next generation of healing in sports medicine. BioBrace® represents the type of high-growth, high-margin platform that drives our long-term vision for CONMED.”
Kevin Rocco, Chief Executive Officer of Biorez added, “I am proud of the Biorez team for developing an innovative healing solution that provides a new treatment option for surgeons and patients. We are thrilled to join CONMED to accelerate the growth of our technology on a global scale.”
“Kevin and his team have created an extraordinary biomedical device that can improve the standard of care in sports medicine procedures,” commented Pat Beyer, CONMED’s President of International and Global Orthopedics. “I look forward to working closely with the Biorez team and leveraging their technical experience as we work to generate clinical data and bring this product to a broader group of customers and patients.”
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Financial Highlights and Update to 2022 Outlook
CONMED expects this acquisition to add approximately $1 million in revenue to its recently provided full-year 2022 revenue guidance.
CONMED expects the acquisition to be approximately $0.10 to $0.15 dilutive to adjusted cash earnings per share in 2022 and 2023, and accretive thereafter. Therefore, CONMED now expects full-year 2022 adjusted diluted net earnings per share in the range of $3.25 to $3.45.
Advisors
Sullivan & Cromwell LLP and DLA Piper LLP are acting as legal counsel for CONMED. Canaccord Genuity LLC is acting as financial advisor and Shipman & Goodwin LLP, Burns & Levinson LLP, and Latham & Watkins LLP are acting as legal counsel for Biorez, Inc. in connection with the transaction.
About CONMED Corporation
CONMED is a medical technology company that provides surgical devices and equipment for minimally invasive procedures. The Company’s products are used by surgeons and physicians in a variety of specialties, including orthopedics, general surgery, gynecology, thoracic surgery, and gastroenterology. For more information, visit www.conmed.com.
About Biorez, Inc.
Biorez is a New Haven, CT based medical device start-up focused on advancing the healing of soft tissues using its proprietary BioBrace® Implant technology.
