March 11, 2020
Alphatec Holdings, Inc. (ATEC), a Carlsbad, CA based medical device company dedicated to revolutionizing the approach to spine surgery, has announced that it has entered into an agreement to acquire EOS imaging S.A. (EOS), a French company listed on Euronext Paris and a leader in outcome-improving orthopedic medical imaging and software solutions. The transaction would be consummated through a public tender offer for all of the issued and outstanding shares and convertible bonds of EOS, whereby EOS's shareholders would be able to elect to receive cash or shares of ATEC common stock, for a total purchase price of up to $122 million.
It is expected that the tender offer will be filed with the French Financial Markets Authority by the end of April 2020, with closing expected to occur, if the offer is successful, in the 3rd quarter of 2020, subject to regulatory approvals and other customary conditions. Alphatec also entered into a commitment letter with Perceptive Advisors, which provides debt financing of up to $160 million in order to retire certain of its existing debt facilities and to finance the cash portion of the transaction.
Latham & Watkins LLP represents ATEC in the transaction with a cross border corporate/M&A team led by San Diego partner Matt Bush and Paris partner Alexander Crosthwaite, with San Diego counsel Kevin Reyes and associate Cameron Cotton, and Paris associates Philippe Tesson, François Blanchet, and Agathe Joyce. Advice was also provided on financing matters by San Francisco partner Haim Zaltzman, Los Angeles partner Elizabeth Oh, Paris counsel Etienne Gentil with San Francisco associate Michael Vacca; on CFIUS matters by Washington, D.C. partners Les Carnegie and Jim Barker; on securities matters by Washington, D.C. partners Alex Cohen and Paul Dudek; on tax matters by Los Angeles partner Sam Weiner with associate Brian Rogers; on employment law matters by Paris counsel Marion Guertault and associates Celia Gallo and Jad Clam; on antitrust matters by Paris partner Adrien Giraud; and on international matters related to China by Hong Kong partner David Blumental.