ev3 offers to buy remainder of Micro Therapeutics

New York, Oct. 10 - ev3 Inc. announced it is offering to buy the remaining shares of Micro Therapeutics, Inc. that it does not already own.

ev3 currently has a 70.2% stake in Micro Therapeutics.

For each share of Micro Therapeutics stock, ev3 is offering 0.45797 shares of its own stock.

Using the closing value on Friday of $17.25 for ev3's stock, the offer is worth $7.90 per share of Micro Therapeutics, a 33.0% premium to Friday's close, ev3 said.

If the offer is completed, ev3 will issue 6.6 million new shares, bringing its total outstanding shares to 56 million.

Micro Therapeutics said that a special committee of the two independent directors who are not associated with ev3 nor officers of the company have recommended that shareholders accept the offer, based on preliminary negotiations.

"All of us at ev3 are very excited about the prospects for completing this transaction and further aligning the growth and financial goals of ev3 and MTI [Micro Therapeutics]," said James Corbett, president and chief executive officer of ev3, in a news release. "The combination of the two companies will facilitate the realization of efficiencies in sales and marketing as well as research and development. In addition, the transaction will result in significant cost savings as redundant public company and other general and administrative expenses are eliminated."

The offer is subject to acceptance by holders of the two-thirds of Micro Therapeutics' shares not held by ev3 or affiliates of Micro Therapeutics. It also is subject to consents or waivers of Micro Therapeutics' poison pill.

ev3 is a Plymouth, Minn., medical device company focused on endovascular technologies for the minimally invasive treatment of vascular diseases and disorders. Micro Therapeutics is an Irvine, Calif., maker of minimally invasive medical devices for the diagnosis and treatment of vascular disease.

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