Acquisition to expand urology portfolio with
differentiated technologies to treat urinary and bowel
dysfunction
MARLBOROUGH, Mass., Jan. 8, 2024
/PRNewswire/ -- Boston Scientific Corporation (NYSE: BSX) today
announced it has entered into a definitive agreement to acquire
Axonics, Inc. (Nasdaq: AXNX), a publicly traded medical technology
company primarily focused on the development and commercialization
of differentiated devices to treat urinary and bowel dysfunction.
The purchase price is $71 in cash per
share, reflecting an equity value of approximately $3.7 billion and an enterprise value of
approximately $3.4
billion.1
In the United States, it is
estimated that nearly 30 million adults ages 40 and older have
bothersome symptoms of overactive bladder (OAB) and 19 million
adults have fecal incontinence.2,3 These conditions can
have a significant impact on quality of life, mental health, sleep,
productivity and social activities.4
The Axonics product portfolio includes the Axonics
R20TM and the Axonics F15TM Systems used to
deliver sacral neuromodulation (SNM) therapy. SNM therapy is a
minimally invasive procedure used in the treatment of OAB and fecal
incontinence. It works by delivering mild electrical pulses to the
sacral nerve to restore communication between the brain and the
bladder. In clinical studies, Axonics Therapy has demonstrated
meaningful improvement in patients' quality of life in follow-up
out to two years, with no serious device-related adverse events
reported.5,6
"We are excited to add Axonics technologies to the Boston
Scientific portfolio, a combination that we expect will further
strengthen our ability to serve urologists who are treating
patients living with these often-chronic conditions," said
Meghan Scanlon, senior vice
president and president, Urology, Boston Scientific. "This
acquisition also enables our entry into sacral neuromodulation, a
high-growth adjacency with opportunities to expand access to care
for patients."
In January 2023, Axonics received
U.S. Food and Drug Administration (FDA) approval for its
fourth-generation Axonics R20 neurostimulator, a rechargeable SNM
device with a battery life of 20 or more years. The company's
portfolio also includes Bulkamid® Urethral Bulking
System for the treatment of female stress urinary incontinence.
Boston Scientific expects to complete the transaction in the
first half of 2024, subject to customary closing conditions.
Axonics expects to deliver net revenue of approximately
$366 million in 2023, representing
34% growth over the prior fiscal year.7 Axonics' revenue
growth profile is anticipated to be highly accretive to the Boston
Scientific Urology business in 2024. The impact to Boston
Scientific adjusted earnings per share is expected to be immaterial
in 2024 and accretive thereafter. The impact to GAAP earnings per
share is expected to be less accretive, or more dilutive, due to
amortization expense and acquisition-related net charges.
Additional information about this transaction is available on
the Events and Presentations section of the Boston
Scientific investor relations website.
About Boston Scientific
Boston Scientific
transforms lives through innovative medical technologies that
improve the health of patients around the world. As a global
medical technology leader for more than 40 years, we advance
science for life by providing a broad range of high-performance
solutions that address unmet patient needs and reduce the cost of
healthcare. Our portfolio of devices and therapies helps physicians
diagnose and treat complex cardiovascular, respiratory, digestive,
oncological, neurological and urological diseases and conditions.
For more information, visit www.bostonscientific.com and
connect on Twitter and LinkedIn.
Cautionary Statement Regarding Forward-Looking
Statements
This press release contains forward-looking
statements within the meaning of Section 27A of the Securities Act
of 1933 and Section 21E of the Securities Exchange Act of 1934.
Forward-looking statements may be identified by words like
"anticipate," "expect," "project," "believe," "plan," "estimate,"
"intend" and similar words. These forward-looking statements are
based on our beliefs, assumptions and estimates using information
available to us at the time and are not intended to be guarantees
of future events or performance. These forward-looking statements
include, among other things, statements regarding the financial and
business impact of the transaction and anticipated benefits of the
transaction, the closing of the transaction and the timing thereof,
business plans and strategy, product launches and product
performance and impact. If our underlying assumptions turn out to
be incorrect, or if certain risks or uncertainties materialize,
actual results could vary materially from the expectations and
projections expressed or implied by our forward-looking statements.
These factors, in some cases, have affected and in the future
(together with other factors) could affect our ability to implement
our business strategy and may cause actual results to differ
materially from those contemplated by the statements expressed in
this press release. As a result, readers are cautioned not to place
undue reliance on any of our forward-looking statements.
Factors that may cause such differences include, among other
things: future economic, political, competitive, reimbursement and
regulatory conditions; manufacturing, distribution and supply chain
disruptions and cost increases; disruptions caused by cybersecurity
events; disruptions caused by extreme weather or other climate
change-related events; labor shortages and increases in labor
costs; new product introductions; expected procedural volumes;
demographic trends; the closing and integration of acquisitions,
including our ability to achieve the anticipated benefits of the
proposed transaction and successfully integrate Axonics'
operations; business disruptions (including disruptions in
relationships with employees, customers or suppliers) following the
announcement and/or closing of the proposed transaction;
intellectual property rights; litigation; financial market
conditions; the execution and effect of our business strategy,
including cost savings and growth initiatives; future business
decisions made by us and our competitors; the conditions to the
completion of the proposed transaction, including the receipt of
the required regulatory approvals and clearances, may not be
satisfied at all or in a timely manner; and the closing of the
proposed transaction may not occur or may be delayed. All of these
factors are difficult or impossible to predict accurately and many
of them are beyond our control. For a further list and description
of these and other important risks and uncertainties that may
affect our future operations, see Part I, Item 1A – Risk
Factors in our most recent Annual Report on Form 10-K
filed with the Securities and Exchange Commission ("SEC"), which we
may update in Part II, Item 1A – Risk Factors in
Quarterly Reports on Form 10-Q we have filed or will file
hereafter. We disclaim any intention or obligation to publicly
update or revise any forward-looking statements to reflect any
change in our expectations or in events, conditions or
circumstances on which those expectations may be based, or that may
affect the likelihood that actual results will differ from those
contained in the forward-looking statements. This cautionary
statement is applicable to all forward-looking statements contained
in this press release.
Preliminary Financial Information
This press release
includes expected 2023 net revenue for Axonics, Inc., which is
preliminary and unaudited. Axonics, Inc.'s financial closing
procedures for full year 2023 are not yet complete and, as a
result, actual net revenue for full year 2023 may change as a
result of its financial closing procedures.
CONTACTS:
Kirsten Lesak-Greenberg
Media Relations
(763) 300-9254
kirsten.lesak-greenberg@bsci.com
Lauren Tengler
Investor Relations
(508) 683-4479
BSXInvestorRelations@bsci.com
1
|
Equity value based on
total fully diluted share count of approximately 51.7 million
shares; Enterprise value is equal to Equity value minus net cash
and short-term investments of approximately $0.3 billion as of
September 30, 2023.
|
2
|
Coyne, et al. "National
community prevalence of overactive bladder in the United States
stratified by sex and age." Urology. Volume 77, Issue 5,
P1081-1087, MAY 2011.
DOI:https://doi.org/10.1016/j.urology.2010.08.039
|
3
|
Ditah, Ivo et al.
"Prevalence, trends, and risk factors for fecal incontinence in
United States adults." Clin Gastroenterol Hepatol. 2014
Apr.
|
4
|
Reynolds, et al. "The
Burden of Overactive Bladder on US Public Health." Curr Bladder
Dysfunct Rep, Mar 2016.
|
5
|
Pezzella A, McCrery R,
Lane F, Benson K, Taylor C, Padron O, Blok B, de Wachter S,
Gruenenfelder J, Pakzad M, Perrouin-Verbe MA, van Kerrebroeck P,
Mangel J, Peters K, Kennelly M, Shapiro A, Lee U, Comiter C,
Mueller M, Goldman HB. Two-year outcomes of the ARTISAN-SNM study
for the treatment of urinary urgency incontinence using the Axonics
rechargeable sacral neuromodulation system. Neurourol Urodyn. 2021
Feb;40(2):714-721. doi: 10.1002/nau.24615. Epub 2021 Jan 28. PMID:
33508155; PMCID: PMC7986436.
|
6
|
Blok B, Van Kerrebroeck
P, de Wachter S, et al. Two-year safety and efficacy outcomes for
the treatment of overactive bladder using a long-lived rechargeable
sacral neuromodulation system. Neurourology and Urodynamics. 2020;
39: 1108–1114. https://doi.org/10.1002/nau.24317.
|
7
|
Axonics, Inc. (2024).
Axonics Reports Preliminary 4Q23 and Fiscal Year 2023
Revenue. https://ir.axonics.com/news-releases.
|
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SOURCE Boston Scientific Corporation