Valeant Pharma To Acquire Solta Medical For About $250 Mln - Quick Facts

(RTTNews) - Valeant Pharmaceuticals International, Inc. (VRX, VRX.TO) has agreed to puchase all of the outstanding common shares of Solta Medical, Inc. (SLTM) for $2.92 per share cash, representing a 40% premium to Solta's closing share price on December 13, 2013, the last trading day prior to announcement, or a transaction value of around $250 million. The deal may close in the first quarter of 2014. The transaction, once completed, is expected to be immediately accretive to Valeant's cash earnings per share.

Solta, which designs, develops, manufactures, and markets energy-based medical device systems for aesthetic applications, had total revenue of around $145 million in 2012.

"The acquisition of Solta will bring tremendous value to Valeant's current aesthetic portfolio and together with our previous acquisitions, will create the broadest aesthetic portfolio in the industry," said Michael Pearson, Chairman and Chief Executive of Valeant.

As part of the agreement, Valeant would begin a tender offer for Solta's outstanding shares at a price of $2.92 per share cash. Upon the closing of the tender offer, an unit of Valeant would merge with Solta and the outstanding Solta shares not tendered in the tender offer would be converted into the right to receive the same $2.92 per share cash paid in the tender offer. Solta's Board unanimously approved the transaction.

Piper Jaffray & Co. acted as financial advisor to Solta and Fenwick & West LLP acted as legal advisor to Solta. Skadden, Arps, Slate, Meagher & Flom LLP acted as legal advisor to Valeant.