Medical device maker Integra LifeSciences Holdings Corp said it would buy Johnson & Johnson's Codman neurosurgery business for $1.05 billion in cash, to expand its presence outside the United States.
Integra, which makes products used in neurosurgery, reconstruction, wound and dental care, made a "binding offer" for the Codman business, which will bolster its pipeline of offerings for tissue ablation, spinal cord repair and cranial stabilization.
The companies will finalize the deal after receiving the green light from various works councils and regulators, a J&J spokeswoman told Reuters, adding that the deal would close in the fourth quarter, if approved.
Integra said its adjusted earnings per share would increase by at least 22 cents in the first full year after closing and rise thereafter.
The deal would enable the company to generate 30 percent or more of sales from international markets, Integra executives said on a conference call.
However, Integra expects some disruption in the Codman business in the first year following the purchase, but forecast the business would grow 3-6 percent in the longer term.
The Codman neurosurgery business, which is part of J&J's DePuy Synthes unit and markets devices for use in neuro-critical care and electrosurgery, generated sales of about $370 million in 2016.
The deal excludes Codman's neurovascular and drug delivery businesses, J&J said.
The U.S. healthcare giant, which is buying Swiss biotech company Actelion Ltd in a $30 billion deal, said last month it was reviewing strategic options for some of its diabetes care businesses.
Integra's shares rose as much as 6 percent to $45.87 in morning trade, while J&J's stock was marginally up.
As of Tuesday's close, Integra's shares had gained about 56 percent in the past 12 months, while J&J's stock had risen 14 percent.
If the proposed deal is not closed, DePuy is entitled to receive a termination fee of $60 million, according to a regulatory filing. (bit.ly/2lP5C0j)
Plainsboro, New Jersey-based Integra, which hopes the transaction will accelerate its path to generate $2 billion in revenue, said it has obtained committed financing from BofA Merrill Lynch and JPMorgan.
BofA Merrill Lynch is serving as Integra's financial adviser, while Latham & Watkins LLP is its legal adviser.
(Reporting by Divya Grover in Bengaluru; Additional reporting by Michael Erman in New York; Editing by Shounak Dasgupta and Martina D'Couto)