Danek Group
This article was originally published in The Gray Sheet
Executive Summary
Spinal implant firm's proposed business combination with French firm Sofamor to form Sofamor/Danek Group calls for Danek to issue 6.5 mil. shares of its common stock to shareholders of Sofamor, according to an exchange ratio based on Danek's recent share price. Danek announced the deal with Sofamor, which also makes spinal implants, in March ("The Gray Sheet" April 5, p. 11). In addition, Danek will pay $6.8 mil. in cash to a dissenting Sofamor stockholder; 399,240 additional Danek shares also will be issued "to acquire certain intellectual property rights under a related purchase agreement." Danek says the total shares to be issued "will represent approximately 28.3% of Sofamor/Danek Group's outstanding shares after the combination." Danek shareholders will vote on the transaction at the annual meeting in Memphis, Tennessee on June 21.