Atrion Corp. to Be Acquired by Nordson

Atrion Corporation (NASDAQ: ATRI), a developer and manufacturer of products primarily for medical applications, has announced its entry into an agreement and plan of merger with Nordson Corporation. The acquisition by Nordson is valued at approximately $815 million, with the transaction enterprise value reflecting a multiple of 20.2 times Atrion’s 2023 EBITDA. The $460 per share price represents a 15% premium to Atrion’s 90-day average daily volume-weighted average stock price.

The proposed transaction was unanimously approved by the boards of directors of Atrion and Nordson. The completion of the merger is expected in the third quarter of 2024, subject to customary closing conditions, including regulatory clearances and approvals.

Atrion's president and CEO, David Battat, expressed pride in the team and highlighted the substantial value of the business, emphasizing the potential for growth and advancement under Nordson's ownership.

Notably, three of Atrion’s largest stockholders, holding approximately 22% of the outstanding shares, have entered into voting and support agreements with Nordson, agreeing to vote all their Atrion shares in favor of the proposed transaction.

Truist Securities is acting as the exclusive financial advisor to Atrion on the transaction, and A&O Shearman is serving as legal counsel to Atrion.

Under the terms of the merger agreement, a wholly owned subsidiary of Nordson will merge into Atrion, with Atrion as the surviving corporation, and each outstanding share of Atrion common stock will be converted into the right to receive $460 per share. The merger is subject to customary closing conditions, including the approval of the holders of a majority of the outstanding shares of Atrion’s common stock. The market has reacted to these announcements by moving the company's shares -0.2% to a price of $462.0. If you want to know more, read the company's complete 8-K report here.

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