Cantel to Acquire UK-Based Automated Endoscope Reprocessor Manufacturer

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Cantel Medical Corp. announces that it entered into a definitive stock purchase agreement to acquire PuriCore International Ltd. for a purchase price of $26.9 million in cash consideration. PuriCore International, a wholly-owned subsidiary of PuriCore plc, is a provider of automated endoscope reprocessors, endoscope drying and storage cabinets, chemistry and consumables in addition to comprehensive maintenance and validation services in the United Kingdom. With an employee base of approximately 120 individuals, including a complete sales and service team and facilities in Stafford and Clevedon, England, the addition of PuriCore International provides Cantel Medical comprehensive coverage of the UK market.

For the 12 months ended Dec. 31, 2013, PuriCore International had reported revenues and earnings before interest, taxes, depreciation and amortization per UK GAAP standards of approximately $25 million and $3 million, respectively, at current exchange rates. With the upcoming launch of its next-generation pass-through automated endoscope reprocessor in Cantel’s fiscal first quarter, Cantel expects the business to show significant sales and profit growth over the next several years. Cantel anticipates the acquisition to be slightly accretive to US GAAP earnings per share in the fiscal year ending July 31, 2015 and accretive thereafter.

In purchasing PuriCore International, Cantel will significantly expand its reach and capabilities in international markets with a
well-established operation in the United Kingdom and a platform for future expansion both in the UK as well as more broadly in continental Europe. When combined with the full breadth of the Medivators product range, the Medivators/PuriCore offering will be the most comprehensive infection prevention and control portfolio for the GI suite in Europe.

“The PuriCore endoscopy business has a highly accomplished team, a complimentary product portfolio and a well-established customer base in the UK market,” says Jorgen Hansen, president of Medivators and COO of Cantel Medical. “This acquisition will bring to the Medivators portfolio a state of the art pass-through AER platform which we believe is critical to our continued success in the UK and Europe.”

The transaction will require approval by a simple majority of the voting shareholders of PuriCore plc as well as other customary closing conditions. As of the signing of the definitive agreement, shareholders representing more than 50 percent of the outstanding share capital of PuriCore plc have entered into agreements supporting the proposed transaction. The transaction is expected to close on or about June 30, 2014. Upon closing, PuriCore International will be integrated into the Medivators business and its results will be reported as part of Cantel's endoscopy operating segment.

Source: Cantel Medical Corp.



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