Wright Medical Group announced plans to snatch up its competitor Cartiva, along with its synthetic cartilage implant for treating arthritis in the big toe, for $435 million in upfront cash.
Wright plans to fully fund the purchase through sales of equity securities, before the transaction is expected to close in the fourth quarter of this year. The deal, which does not include a financing contingency, has been approved by the boards of directors of both companies and by a vote of Cartiva’s stockholders.
Cartiva’s lead product is composed of a biocompatible, low-friction organic polymer that mimics natural cartilage and can be implanted at the base of the toe in about 35 minutes, allowing for a higher volume of procedures to be completed, compared to longer joint fusion operations using metal plates and screws that can inhibit motion. The implant received premarket approval in July 2016 as the first synthetic cartilage to be cleared by the FDA.
“We decided it was better for us to have this product than one of our competitors,” said Wright’s president and CEO, Robert Palmisano, in a conference call with investors. “It would erode our business over time if someone else had it. We’ve been fighting it off with plates and screws.”
In addition, the implant has a less restrictive rehabilitation protocol, with patients typically returning to daily life faster than those who underwent a fusion procedure.
In a statement, Palmisano said the addition would be “a perfect fit” for Wright’s lower extremities portfolio, bringing in a differentiated product for a common condition treated by most foot and ankle surgeons with strong patient demand.
The implant has also received regulatory approvals in Canada, the EU, Brazil, Chile and Australia. Wright said it expects full-year 2018 Cartiva revenues to reach about $35 million, representing about 50% growth compared to 2017.
“We don’t need more kinds of plates and screws—what we need is more, less-traditional orthopedic products,” Palmisano told investors. “Bio- or bio-type products are the ones that I’m most interested in doing.”
For future development, Cartiva’s implant has previously received FDA clearance for clinical trials to treat similar arthritis in the thumb—although the decision to submit the product as a new PMA or as a supplement will take a few years to finalize, following studies and discussions with the agency, Palmisano said.
“We believe that Wright, with its 300-plus direct foot and ankle sales organization in the U.S. and its large international organization, as well as its expertise in medical education and product development, is the ideal partner to realize the full potential of our [synthetic cartilage implant] technology,” Timothy Patrick, president and CEO of the Alpharetta, Georgia-based Cartiva, said in a statement.
In addition, Wright raised its net sales guidance for 2018, outside of the Cartiva acquisition, based on its third-quarter performance. Its guidance was narrowed to about $812 million to $822 million, from its previous guidance of about $808 million to $820 million. Its third quarter earnings report is scheduled for Nov. 7.
Assuming the completion of the Cartiva deal, Wright anticipates an increase in 2019 net sales by about $47 million.