CryoLife, a medical device and tissue processing company focused on cardiac and vascular surgery, entered into a definitive agreement to acquire On-X Life Technologies Holdings, an Austin, TX-based, privately held mechanical heart valve company.
Under the terms of the agreement, CryoLife will acquire On-X for an upfront payment of $130 million on a cash-free, debt-free basis, consisting of approximately 70% in cash and 30% in CryoLife common stock.
CryoLife expects to finance the cash portion of the transaction primarily with proceeds from the issuance of a new credit facility and available cash. CryoLife has received a commitment from Capital One, Fifth Third Bank and Citizens Bank for a 5-year, $95 million senior secured facility, which includes a $75 million term loan and a $20 million revolving credit facility.
The merger agreement has been approved by both companies’ boards of directors and On-X’s stockholders, and the transaction is expected to close in January 2016, subject to the satisfaction of customary closing conditions.