The two companies, which specialize in health care products for women, announced the transaction Sunday in a joint press release.
Bedford, Mass.-based Hologic will exchange 0.52 shares of its common stock and $16.50 in cash for each share of Cytyc common stock. Based on Hologic's Friday closing price of $57.61, that represents a payment of $46.46 for each Cytyc share and a 32% premium to Cytyc's Friday closing level of $35.05.
Hologic predicts that the acquisition will add more than 10 cents to its adjusted earnings per share in the first year after its close and will be "significantly more accretive" thereafter.Upon the deal's completion, Hologic shareholders would own approximately 45 percent of the combined company, and Cytyc shareholders would own approximately 55 percent. Boards of both companies have approved the transaction, which is expected to be completed in the third quarter of this year. Under the terms of the deal, Cytyc will become a wholly owned subsidiary of Hologic. Hologic will maintain its headquarters in Bedford and Cytyc's offices in Marlborough, Mass., where the latter company is currently headquartered. According to the press release, the combined company will have direct operations in over 20 countries with more than 3,300 employees, including 1,200 sales and service professionals. Hologic makes diagnostic and medical imaging systems for women. Cytyc makes diagnostic and surgical products covering a range of cancer and women's health applications including cervical cancer screening and radiation treatment of early-stage breast cancer. The companies plan to hold a conference call at 8:30 a.m. EDT Monday to discuss the deal.