ALLEN, Texas - Atrion Corporation (NASDAQ: ATRI), a medical device manufacturer, has agreed to be acquired by Nordson (NASDAQ:NDSN) Corporation in a cash transaction valued at approximately $815 million. Under the terms of the merger, Atrion shareholders will receive $460 per share, a 15% premium over the company's 90-day average stock price. The acquisition is expected to close in the third quarter of 2024, pending regulatory approvals and customary closing conditions.
The deal represents a multiple of 20.2 times Atrion's 2023 EBITDA. Atrion's President and CEO, David Battat, expressed pride in the value that the company's team has created and believes that Nordson will provide a conducive environment for future growth. The agreement has received unanimous approval from both Atrion's and Nordson's Boards of Directors.
Atrion's major stockholders, who collectively hold about 22% of the outstanding shares, have agreed to vote in favor of the transaction. Truist Securities is serving as the financial advisor for Atrion, with A&O Shearman as legal counsel.
The merger is structured so that a wholly owned subsidiary of Nordson will merge into Atrion, which will continue as the surviving corporation. Each outstanding share of Atrion common stock will be converted into a right to receive the agreed-upon cash consideration. The approval of Atrion's stockholders, holding a majority of the outstanding shares, is among the conditions for the completion of the merger.
This strategic acquisition is contingent upon several factors, including the risk of economic conditions affected by the COVID-19 pandemic and other uncertainties detailed in Atrion's recent SEC filings. Both companies have outlined the potential risks and uncertainties that could impact the transaction in their respective regulatory disclosures.
The information provided in this article is based on a press release statement from Atrion Corporation.
InvestingPro Insights
Atrion Corporation's (NASDAQ: ATRI) recent acquisition news has put a spotlight on the company's financial health and market valuation. With a market capitalization of approximately $814.74 million, Atrion is being acquired at a price that represents a significant premium over its recent average stock price. The company's P/E ratio stands at a high 43.65, indicating that investors are willing to pay more for each dollar of ATRI's earnings compared to the market average.
InvestingPro Tips highlight Atrion's strong track record of dividend reliability, having raised its dividend for 10 consecutive years and maintained dividend payments for 22 consecutive years. This consistency is a testament to the company's financial stability and commitment to shareholder returns. Moreover, Atrion has demonstrated solid financial performance over the recent months, with a significant price uptick over the last six months, reflecting a 58.01% six-month price total return.
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