News | September 2, 1999

Guidant to Acquire CardioThoracic Systems

Guidant Corp. (Indianapolis) has agreed to acquire CardioThoracic Systems Inc. (CTS; Cupertino, CA) for a reported $313 million.

Under the terms of the agreement, each outstanding share of CTS common stock will be exchanged for shares of Guidant common stock valued at $19.50 per CTS share. The agreement is subject to possible adjustment pursuant to a collar arrangement.

This transaction is expected to close in the fourth quarter of 1999 and will include one-time acquisition and transition-related costs. The acquisition is not expected to impact earnings in 2000 and is expected to be accretive by 2001.

"The acquisition of CTS, its innovative products and strong pipeline, will provide a platform for Guidant's growth in cardiac surgery," said Ronald W. Dollens, Guidant president and CEO. "CTS offers an excellent strategic fit and leverage with Guidant's current cardiovascular business lines."

CTS has developed a broad range of products to advance the field of less invasive cardiac surgery. It pioneered the coronary artery bypass grafting (CABG) procedure performed on a beating heart, with the CTS OPCAB and CTS MIDCAB access platform and stabilizer systems.

CTS has established a leadership position in the rapidly growing beating heart segment of the CABG market, with several hundred cardiac centers currently using CTS products. The company has also recently introduced products for less invasive valve surgery and arrested heart CABG procedures.

Edited by Ursula Jones