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Acotec Holdings, LLC (the "Company", stock code 6669.HK) and Boston Scientific Corporation ("Boston Scientific", stock code: NYSE. BSX) are pleased to announce a partial takeover offer and collaboration between the parties.
Pursuant to the Offer, subject to certain conditions precedent rules or as otherwise waived by the Offeree [ The Offeror in the Partial Offer is Boston Scientific Group plc, a public limited company incorporated under the laws of the Republic of Ireland and wholly owned by Boston Scientific]. (Boston Scientific) waiver, the Offeror will acquire up to 203,702,962 shares in the Company at an offer of HK$20 per share in cash for up to 65% of the equity interest in the Company (the "Partial Offer"). As at the date of the Announcement, 313,389,171 shares of the Company were in issue. Based on the Offer Price of HK$20 per Share, which represents a premium of approximately 99.4% over the average closing price of HK$10.03 for the 30 consecutive trading days ended December 9, 2022
The value of the Offer is i) approximately HK$3,134,518,500 (assuming acceptance of the Offer is based on the smallest number of Shares that could give effect to the Offer prior to the Closing Date, i.e. 156,725,925 Shares (representing 50.01% of the total number of Shares in issue); or ii) approximately HK$4,074,059,240; (assuming acceptance of the Offer is based on the largest number of Shares that could give effect to the Offer prior to the Closing Date) (assuming that the maximum number of Shares which could give effect to the Offer before the Closing Date is accepted, i.e. 203,702,962 Shares (representing 65% of the total number of Shares in issue)).
As at the date of the Announcement, the Offeror has received irrevocable commitment letters signed with the IU Shareholders committing to sell or procure valid acceptances of the Offer in respect of approximately 55.14%-60.14% of the total number of issued Shares.
Upon completion of the transaction, the Offeror plans to maintain the Company's listing on the Hong Kong Stock Exchange. The Company will also continue to operate in the market under the brand name and culture of a clear brand identity, "Zenith", and will be managed by its existing Chief Executive Officer, Ms. Jane Li.
Upon completion of the Offer, the Company will further explore and establish business partnerships with Boston Scientific in China to benefit more physicians and patients through the combined product pipeline. At the same time, Boston Scientific may evaluate opportunities to partner with the Company to register and sell related products in global markets, including the U.S. market. In addition, the Company's research and development facilities, as well as its manufacturing facilities, will enable Boston Scientific to conduct additional manufacturing and research and development operations, and to work with the Company to identify and develop products in potential new areas for each of them, or for both of them, thereby providing extensive growth opportunities and significant strategic value to both parties.
Li Jing, Chief Executive Officer of Centauri:
"This strategic cooperation with Boston Scientific fully demonstrates the continuous improvement of national brand power in the field of vascular intervention. Through this cooperation, we will further integrate domestic and foreign sales and R&D resources, so that both parties can serve doctors and patients more and solve more unsolved clinical problems."
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