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Johnson & Johnson
Johnson & Johnson
06/14/2012 | Press release
Johnson & Johnson Announces Completion of Synthes Acquisition
distributed by noodls on 06/14/2012 10:27
Combination Creates the World's Leading Orthopaedics Business
New Brunswick, NJ (June 14, 2012) - Johnson & Johnson today
announced the completion of the acquisition of Synthes,
Inc. for a total purchase price of $19.7 billion in cash
and stock. Synthes will now be integrated with the DePuy
franchise to establish the DePuy Synthes Companies of
Johnson & Johnson.
"The completion of the Synthes acquisition creates the
world's most innovative and comprehensive orthopaedics
business and reflects our long-standing strategy of
leadership within attractive health care markets,"
said Alex Gorsky, Chief Executive Officer, Johnson &
Johnson. "The combination of these two respected
leaders -- Synthes and DePuy -- will enable us to better
serve clinicians and patients worldwide, bring new
innovations to the marketplace in orthopaedics and
neurologics, and strengthen our ability to compete in
developing markets."
"This is a very exciting day for the people of Synthes and
DePuy as we become one comprehensive enterprise dedicated
to advancing patient care through innovative, total
solutions that are developed from a deep understanding of
our customers' needs," said Michel Orsinger, Worldwide
Chairman, Global Orthopaedics Group, and former CEO of
Synthes. "We are building on the legacy and strengths of
two great companies to create one organization that will be
agile and responsive in today's evolving health care
environment."
Under the terms of the agreement, each share of Synthes
common stock will be exchanged for CHF 55.65 in cash and
1.7170 shares of Johnson & Johnson common stock. Cash
will be provided for fractional shares. Further information
regarding closing instructions for Synthes shareholders can
be found on www.investor.jnj.com or
www.Synthes.com.
About Johnson & Johnson
Caring for the world, one person at a time, inspires and
unites the people of Johnson & Johnson. We embrace research
and science - bringing innovative ideas, products and
services to advance the health and well-being of people.
Our approximately 129,000 employees at more than 250
Johnson & Johnson operating companies work with partners in
health care to touch the lives of over a billion people
every day, throughout the world.
NOTE TO INVESTORS
(This communication contains "forward-looking
statements" as defined in the Private Securities
Litigation Reform Act of 1995. The reader is cautioned not
to rely on these forward-looking statements. These
statements are based on current expectations of future
events. If underlying assumptions prove inaccurate or
unknown risks or uncertainties materialize, actual results
could vary materially from the expectations and projections
of Johnson & Johnson. Risks and uncertainties
include, but are not limited to, general industry
conditions and competition; economic factors, such as
interest rate and currency exchange rate fluctuations;
technological advances, new products and patents attained
by competitors; challenges inherent in new product
development, including obtaining regulatory approvals;
challenges to patents; significant adverse litigation;
impact of business combinations; financial distress and
bankruptcies experienced by significant customers and
suppliers; changes to governmental laws and regulations and
domestic and foreign health care reforms; trends toward
health care cost containment; increased scrutiny of the
health care industry by government agencies; changes in
behavior and spending patterns of purchasers of health care
products and services; financial instability of
international economies and sovereign risk; disruptions due
to natural disasters; manufacturing difficulties or delays;
product efficacy or safety concerns resulting in product
recalls or regulatory action. In addition, there are risks
and uncertainties related to Johnson & Johnson's
ability to successfully integrate the businesses of DePuy
and Synthes, as well as the ability to ensure continued
performance or market growth of Synthes' products. A
further list and description of these risks, uncertainties
and other factors and the general risks associated with the
respective businesses of Johnson & Johnson and Synthes can
be found in Exhibit 99 of Johnson & Johnson's Annual
Report on Form 10-K for the fiscal year ended January 1,
2012, and Synthes' 2011 Audited Financial Statements.
Copies of these filings, as well as subsequent filings, are
available online at www.sec.gov, www.jnj.com,
www.synthes.com or on request from Johnson & Johnson.
Johnson & Johnson does not undertake to update any
forward-looking statements as a result of new information
or future events or developments.)
###
Press Contacts:
Al Wasilewski
(732) 524-1130
(732) 447-5918 (M)
Lorie Gawreluk
(732) 524-1413
(908) 764-0873 (M)
Bill Price
(732) 524-6623
(732) 668-3735 (M)
Investor Contacts:
Louise Mehrotra
(732) 524-6491
Lesley Fishman
(732) 524-3922
Ellen Sipos
(732) 524-3709
Stan Panasewicz
(732) 524-2524
