Kalamazoo, MI, Feb 23 10, 2022 (GLOBE NEWSWIRE) — Stryker (NYSE: SYK) today announced that it has completed the previously announced acquisition of Vocera Communications, Inc. (NYSE: VCRA), a leader in digital care coordination and communications.
“This acquisition offers significant opportunities to advance innovations and accelerate our digital aspirations,” said Kevin Lobo, President and CEO of Stryker. “We welcome the Vocera team to Stryker and look forward to working together to enable safer patient care and help our customers improve outcomes.
Vocera brings a highly complementary and innovative portfolio to Stryker’s medical division that will enhance the company’s advanced digital healthcare offerings and advance Stryker’s focus on preventing adverse events across the continuum of care.
The acquisition is expected to be neutral on diluted net earnings per share in 2022.
Closing of the tender offer and merger
The previously announced cash tender offer for all outstanding common shares of Vocera at a price of $79.25 per share, net to the holder in cash, without interest and subject to any applicable withholding taxes, by Voice Merger Sub Corp., a direct company or indirect wholly-owned subsidiary of Stryker, expired one minute after 11:59 p.m. Eastern Time on February 22, 2022. Computershare Trust Company, NA, the custodian of the tender offer, has advised Stryker that 29,657,686 Vocera shares, representing approximately 85% of the outstanding common shares of Vocera, have been validly tendered pursuant to the tender offer and have not been properly withdrawn prior to the expiration time. All conditions for completion of the tender offer have been satisfied and, on February 23, 2022, Voice Merger Sub Corp. has accepted payment, and will promptly pay, for all shares validly tendered under the tender offer and not properly withdrawn. .
Following completion of the tender offer, Stryker completed the acquisition of Vocera on February 23, 2022 by way of a merger pursuant to the agreement and plan of merger, dated January 6, 2022, between Stryker, Voice Merger Sub Corp. and Voicera. In connection with the Merger, each common share of Vocera (other than shares owned by Vocera or held by Stryker, Voice Merger Sub Corp. or any subsidiary of Stryker, shares irrevocably accepted for purchase under the tender offer and the shares held by Vocera shareholders who have duly requested and perfected the right to appraisal under Delaware law with respect to such shares) was automatically converted into the right to receive the same consideration payable under the tender offer of $79.25 per share, net to the holder in cash, without interest and subject to any applicable withholding taxes. Upon completion of the merger, Vocera became a direct or indirect wholly-owned subsidiary of Stryker. Vocera shares ceased trading prior to the market open on February 23, 2022 and will be delisted from the New York Stock Exchange.
Stryker is one of the world’s leading medical technology companies and, together with its customers, is committed to improving healthcare. The company provides innovative medical and surgical, neurotechnology, orthopedic and spine products and services that help improve outcomes for patients and hospitals. More information is available at www.stryker.com.
This press release contains information that includes or is based on forward-looking statements within the meaning of federal securities law that are subject to various risks and uncertainties that could cause our actual results to differ materially from those expressed or implied. -heard in these statements. These factors include, but are not limited to: the impact on our operations and financial results of the COVID-19 pandemic and any related policies and actions of governments or other third parties; unforeseen liabilities, costs, charges or expenses related to the acquisition of Vocera; the effects of the Vocera transaction on the parties’ relationships with employees, customers, other business partners or government entities; weakening economic conditions which could adversely affect the level of demand for our products; pricing pressures generally, including cost containment measures that could adversely affect the price or demand for our products; changes in the foreign exchange markets; legislative and regulatory actions; unforeseen clinical study and other issues that affect the approval of new products by the United States Food and Drug Administration, including Vocera products; potential supply disruptions; changes in third-party payor reimbursement levels; a significant increase in product liability claims; the ultimate total cost with respect to recall-related matters; the impact of investigative and legal proceedings and compliance risks; resolution of tax audits; the impact of federal legislation to reform the health care system in the United States; costs to comply with medical device regulations; changes in financial markets; changes in the competitive environment; our ability to integrate and realize the anticipated benefits of acquisitions in whole or in whole or on schedule, including the acquisition of Vocera; our ability to achieve anticipated cost savings; and potential negative impacts arising from environmental, social and governance (ESG) and sustainability issues. Additional information regarding these and other factors is contained in our filings with the United States Securities and Exchange Commission, including our Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q. We disclaim any intention or obligation to publicly update or revise any forward-looking statement to reflect any change in our expectations or in events, conditions or circumstances on which such expectations may be based, or which affect the likelihood that actual results will differ. of those contained in the forward-looking statements.
For investor ask for information please contact:
Preston Wells, Vice President, Investor Relations at 269-385-2600 or [email protected]
For media ask for information please contact:
Yin Becker, Vice President, Corporate Affairs Manager at 269-385-2600 or [email protected]