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Johnson & Johnson (NYSE: JNJ), the world’s largest and most diversified healthcare products company, today announced the completion of its acquisition of Abiomed. Medtech segment.

Joaquin Duato, CEO of Johnson & Johnson, said, “We are thrilled to officially welcome the talented team of Abiomed to Johnson & Johnson. Their patient-first philosophy is , is consistent with our belief and purpose to transform the future of human health.” “This acquisition is an important step in Johnson & Johnson’s journey to accelerate the growth of its medtech business and bring innovative medical technologies to more people around the world.”

Ashley McEvoy, executive vice president and worldwide chairman of MedTech at Johnson & Johnson, said: Biosense Webster’s electrophysiology business, backed by Johnson & Johnson’s global scale and commercial and clinical strength, to explore opportunities and potential to reach more patients with critical unmet needs I am looking forward to

Johnson & Johnson’s tender offer for all of Abiomed’s outstanding shares will be advanced in cash at $380.00 per share. This represents an enterprise value of approximately $16.6 billion, including the acquired cash, which expired at 11:59 p.m. New York City time. December 21, 2022. Abiomed shareholders also have a non-tradable contingent value right (“CVR”) that entitles the holder to cash up to $35.00 per share if certain commercial and clinical milestones are achieved. receive. The tender offer depository, American Stock Transfer and Trust Company, LLC, has informed Johnson & Johnson that approximately 25,759,195 shares of Abiomed common stock have been validly tendered and not properly withdrawn in the tender offer. I notified you. Common stock of Abiomed. All terms of the tender offer have been satisfied and, on December 22, 2022, Athos Merger Sub, Inc., a wholly owned subsidiary of Johnson & Johnson (the “Purchaser”), will accept payment and agree to make all viable payments. The shares were validly bid on and not properly withdrawn in the tender offer.

The acquisition was completed on December 22, 2022, pursuant to Section 251(h) of the Delaware General Corporation Code, without a vote of Abiomed stockholders, by merging the purchaser with Abiomed. In connection with the merger, shares of Abiomed not tendered in the tender offer were acquired by Johnson & Johnson and converted into cash of $380.00 per share and the right to receive his CVR.

The transaction will not have a material impact on 2022 financial results. As previously announced, the transaction accelerates earnings growth for the pro forma Medtech and Johnson & Johnson companies. Also, given the impact of funding, adjusted earnings per share are expected to be slightly diluted to neutral in the first year, accreting by approximately $0.05 in 2024, and increasingly accretive thereafter.

In connection with the closing of the transaction, Abiomed’s common stock ceased trading on the NASDAQ.

About Johnson & Johnson

At Johnson & Johnson, we believe that health is the foundation of vibrant lives, thriving communities and progress. That’s why, for over 135 years, we’ve aimed to keep people of all ages and in all life stages healthy. As the world’s largest and broadest-based healthcare company today, we are committed to using our reach and scale for good. We strive to improve access and affordability, create healthier communities, and put a healthy mind, body and environment within reach of everyone, everywhere. and ingenuity to dramatically change the trajectory of human health.

Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements regarding the acquisition of Abiomed, Inc. Readers are cautioned not to rely on these forward-looking statements. These statements are based on current expectations of future events. Actual results could differ materially from Abiomed, Inc.’s or Johnson & Johnson’s expectations and projections if the underlying assumptions are inaccurate or if known or unknown risks or uncertainties materialize. I have. Risks and uncertainties include, but are not limited to: Expected benefits and opportunities from acquisitions may not be realized or may take longer than expected to materialize. Challenges inherent in product research and development, such as the uncertainty of clinical success and obtaining regulatory approval. Uncertainty about the commercial success of new products. Manufacturing problems and delays. Concerns about product efficacy or safety leading to product recalls or regulatory action. economic conditions, including fluctuations in currency exchange rates and interest rates; Risks associated with global operations. Competition, such as technological advances, new products, and patents issued by competitors. challenges to patents; changes in applicable laws and regulations, such as tax laws and global healthcare reforms; Adverse Lawsuits or Government Actions. changes in behavior or spending patterns of purchasers of health care services and products, or economic distress; and trends toward health care cost containment. In addition, there are risks and uncertainties associated with the ability of the Johnson & Johnson family of companies to successfully integrate Abiomed’s products with its employees/operations and clinical operations, as well as its ability to secure continued performance or markets. . Growth of Abiomed’s products. A detailed list and description of these risks, uncertainties and other factors can be found in Johnson & Johnson’s Annual Report on Form 10-K for the fiscal year ended January 2, 2022. . and “Item 1A. Risk Factors,” and in Johnson & Johnson’s subsequent quarterly reports on Form 10-Q and other filings by Johnson & Johnson with his SEC. Copies of these filings are available online at www.sec.gov or www.jnj.com. It is also available upon request from Johnson & Johnson. Neither Johnson & Johnson nor Abiomed, Inc. undertakes to update any forward-looking statements as a result of new information, future events or developments, except as required by law.