Cantel Medical Corp. (NYSE: CMD), announced today that it has entered into a definitive agreement to purchase Omnia S.p.A. ("Omnia"), an Italian-based market leader in dental surgical consumables solutions.
Omnia's business consists of a wide-ranging portfolio of sutures, irrigation tubing and customized dental surgical procedure kits, with a focus on procedure room set-up and cross-contamination prevention. Its products are used across multiple dental surgical procedures, including maxillofacial surgery, periodontics and prosthodontics, and general practices.
The total purchase price is $31.9 million in cash and stock consideration, consisting of $26.1 million in upfront payment and $5.8 million of consideration in the form of an earnout based on the achievement of certain performance-based targets.1
For the last twelve months period ending July 31, 2018, Omnia generated revenues of $18.9 million.2 Cantel anticipates the acquisition to be accretive to non-GAAP earnings per share in the fiscal year ending July 31, 2019 and beyond, and accretive to GAAP earnings per share in the fiscal year ending July 31, 2020 and beyond.
"Expanding our leadership in international markets remains a key priority for Cantel. This transaction in particular represents a milestone as it enables us to significantly expand Cantel Dental's presence in the European infection prevention market," said Jorgen Hansen, President and CEO. "Combining Omnia's high-quality product portfolio and commercial infrastructure with Cantel's existing dental solutions in Europe will enable us to provide more comprehensive offerings to our customers. It also will create the scale and infrastructure needed to position us well for future growth of our Dental business globally."
"Omnia's comprehensive product lines of high-quality, innovative infection prevention and surgical solutions will be a strong addition to our growing dental portfolio," said Gary Steinberg, President of Cantel's Dental division. "We believe Omnia's existing sales channels and focus on specialty dentistry will better equip us to service an additional segment of the dental market where maintaining aseptic procedures is critical."
Subject to customary closing conditions, Cantel expects the transaction to close in the beginning of February 2019.
Cantel Medical is a leading global company dedicated to delivering innovative infection prevention products and services for patients, caregivers, and other healthcare providers which improve outcomes, enhance safety and help save lives. Our products include specialized medical device reprocessing systems for endoscopy and renal dialysis, advanced water purification equipment, sterilants, disinfectants and cleaners, sterility assurance monitoring products for hospitals and dental clinics, disposable infection control products primarily for dental and GI endoscopy markets, dialysate concentrates, hollow fiber membrane filtration and separation products. Additionally, we provide technical service for our products.
For further information, visit the Cantel website at www.cantelmedical.com.
About Omnia S.p.A.
Omnia is a leading manufacturer and distributor of custom procedure kits, sutures and irrigation line systems, with a special focus on the set-up of the operating room and the prevention of cross-contamination. Omnia has a solid history of developing, manufacturing and selling innovative sterile and disposable surgical products. These products are specifically designed to meet the demanding requirements of dental surgery.
For further information, visit the Omnia website at www.omniaspa.eu.
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements involve a number of risks and uncertainties, including, without limitation, the risks detailed in Cantel's filings and reports with the Securities and Exchange Commission. Such forward-looking statements are only predictions, and actual events or results may differ materially from those projected or anticipated.
1. Assumes USD/EUR Fx rate of 1.13 as of 10/30/18.
2. Assumes average historical USD/EUR Fx rate of 1.19 for last twelve months period ending 7/31/18.
SOURCE Cantel Medical Corp.