Here are five key notes:
1. The Federal Trade Commission is requiring the sale before the merger, charging the $3.3 billion merger would violate antitrust laws by reducing competition in the total ankle replacement and total silastic toe joint replacement in the U.S. market.
2. Wright and Tornier are planning to divest the rights to these assets to Integra LifeSciences. Integra would hold the intellectual property, manufacturing technology and existing inventory.
3. Wright and Tornier are also required to give Integra total ankle replacements for up to three years and the total silastic toe joint for one year. During that time, Integra will become an independent competitor in these markets.
4. Wright Medical completed the merger with Tornier on Oct. 1 and the combined company shares will begin trading under the symbol WMGI on NASDAQ on Oct. 2.
5. Under the terms of the agreement, each outstanding share of Wright common stock was exchanged for 1.0309 ordinary shares of Tornier.
6. Wright anticipates revenue of the combined business will grow in the mid-teens and adjusted EBITDA margins approaching 20 percent in three to four years. Cost synergies are expected in the $40 million to $45 million range fully realized in the third year after the transaction completes.
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