Integra to Sell Extremities Biz to Smith+Nephew for $240M

Integra LifeSciences Holdings Corporation has entered into a definitive agreement to sell its Extremity Orthopedics business to Smith+Nephew for $240 million in cash. The transaction is expected to close at or around the end of 2020, subject to the satisfaction of customary conditions including regulatory approvals and consultation with employee representative bodies.
 
“Smith+Nephew’s strong focus in orthopedics will enable the business to expand its reach and scale, while allowing the team to thrive in a new environment,” said Peter Arduini, president and CEO, Integra LifeSciences. “This divestiture will increase our focus on Integra’s portfolio of market-leading products in neurosurgery, surgical instrumentation and regenerative medicine and move us closer to achieving our long-term growth and profitability targets.”
 
The transaction includes the sale of Integra’s upper and lower extremity orthopedics product portfolio, including ankle and shoulder arthroplasty and hand and wrist product lines.
 
“We are extremely proud of our Extremity Orthopedics colleagues and what we have accomplished together,” said Robert T. Davis, Jr., executive vice president and president, Orthopedics and Tissue Technologies, Integra LifeSciences. “The team’s strong expertise and clinical focus on upper and lower extremities are valuable additions to Smith+Nephew’s portfolio of orthopedics devices and create an exciting opportunity for the Integra Extremity Orthopedics team.”
 
The Extremity Orthopedics business generated revenues of $90 million in 2019 and approximately $32.7 million dollars during the first six months of 2020. The Company anticipates this transaction will close at or around the end of 2020 and will not have a material impact on 2020 financial results.
 
The Company will provide a more detailed update on this transaction as part of our third quarter earnings call.
 
Under the terms of the definitive agreement, Integra will receive $240 million in cash, subject to certain customary adjustments. In connection with the transaction, Integra will pay $41.5 million to the Consortium of Focused Orthopedists, LLC (“CFO”) pursuant to the terms of certain agreements between Integra and CFO relating to the development of shoulder arthroplasty products. The Company intends to use the net proceeds in a manner consistent with its current capital allocation strategy, which may include debt reduction and/or reinvestment in both organic and inorganic opportunities.
 
Piper Sandler & Co. is serving as financial advisor and Morgan, Lewis & Bockius LLP is acting as legal advisor to Integra.