Merit Medical Systems, Inc. · NASDAQ:MMSI
Merit Medical Systems — Merger or Acquisition (November 2012)
11 slides from Merit Medical Systems's merger presentation, Nov 26, 2012
Slide 1: Acquisition of Thomas Medical
Acquisition of Thomas Medical NASDAQ: MMSI November 2012 1
Slide 2: Forward Looking Statements
Forward Looking Statements Statements contained in this release which are not purely historical are forward‐looking statements within, the meaning of the Private Securities Litigation Reform Act of 1995 and are subject to risks and uncertainties such as those described in Merit's Annual Report on Fo
Slide 3: Merit Medical Focus
Merit Medical Focus • Merit designs, manufactures and markets single‐use products for use in: – Interventional Radiology – Interventional Cardiology – Gastroenterology – Stand‐alone Imaging Centers 3
Slide 4: Merit Medical Highlights
Merit Medical Highlights • Broad and Diversified Product Offering • History of Internal Product Development • Expansive Patent Portfolio • Global Footprint • Highly Trained Direct Sales Force in Key Markets • Manufacturing and Regulatory Excellence • Market Driven Innovation • Experienced Management
Slide 5: Merit Medical Strategic Objectives
Merit Medical Strategic Objectives • Increase addressable market opportunity • Expand offering to targeted call points • Advance technology base • Leverage global sales channels • Create product pull through ‐ • Increase margins • Maximize profitability and cash flow • Participate in emerging proced
Slide 6: Thomas Medical Company Overview
Thomas Medical Company Overview •Leader in vascular access and therapy delivery solutions • Founded 1990Company •Headquarters: Malvern, PA •Approximately 160 employees •Hemostatic introducer sheath kitsProduct •Transseptal sheath and needle kits • Introducer sheath kits and needles Platforms •Sales
Slide 7: Thomas Medical Product Overview
Thomas Medical Product Overview CRM EP IC and IR SINGLE‐USE PROPRIETARY PRODUCTS Hemostatic introducer sheath kits —SafeSheath and ClassicSheath Transseptal sheath and needle kits Introducer sheath kits and needles for use with: THOMAS MEDICAL PRODUCT OFFERING product family —Coronary sinus guides —
Slide 8: Strong Strategic Fit
Strong Strategic Fit World‐Class Advances the Technology Base Expands Product Offering in Interventional Manufacturing Cardiology Thomas Medical Products Robust Pipeline Leverages Merit’s Global (Structural Heart & EP) Sales and Marketing Channels Creates Product‐Pull Thru 8
Slide 9: Pro Forma Company Snapshot
Pro Forma Company Snapshot LTM as of 9/30/2012 Merit Medical Thomas Medical Pro Forma Revenue $383M $37M $420M Gross Margin 46.6% 55.5% 47.4% Operating Margin* 9.5% 44.0% 12.5% EBITDA Margin* 15.9% 45.6% 18.5% * Excludes IPR&D and other one time expenses 9 ‐ Last Twelve Months (“LTM”) as of Septembe
Slide 10: Terms of Acquisition Agreement
Terms of Acquisition Agreement • $167M transaction value Fi d th h $275M W ll F dit f ilit• nance roug e s argo cre ac y – Interest rate of LIBOR plus 125 to 225 • Transaction scheduled to close in Q4 2012, subject to HSR review and other closing conditions • 338(h)(10) election provides compelling
Slide 11: Pro Forma EPS Impact
Pro Forma EPS Impact 2013 2014 GAAP $0.03 $0.03 Non‐GAAP(1) $0 15 $0 13. . 11 (1) Excludes Bank Financing Fees, Inventory Adjustment, and Deal‐Related Amortization Source: Merit Medical Management and Public Company Filings
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