US-based Avanos Medical has entered a definitive agreement to be acquired by affiliates of American Industrial Partners (AIP) in an all-cash transaction that values the company at an enterprise value of approximately $1.27bn.
Under the agreement, Avanos Medical shareholders will receive $25 in cash for each share of common stock they own.
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The per share purchase price represents a 72.1% premium over the company’s closing stock price on the last trading day before the announcement this month, and an 82.8% premium over the company’s 30-day volume-weighted average share price for the period ended this month.
Avanos Medical’s Board of Directors unanimously approved the transaction.
Closing is expected in the second half of 2026, pending standard conditions, including Avanos stockholder approval, expiry of the Hart-Scott-Rodino Antitrust Improvements Act waiting period, and other regulatory consents. The deal is not subject to a financing condition.
After closing, Avanos Medical will become a private company based in Alpharetta, Georgia, and its common stock will no longer be listed on the New York Stock Exchange.
JP Morgan Securities is serving as lead financial adviser to Avanos Medical, and Alston & Bird is acting as its legal counsel.
UBS Investment Bank also served as financial adviser. In addition, Joele Frank, Wilkinson Brimmer Katcher is acting as strategic communications adviser.
Sidley Austin is acting as legal counsel to AIP, with Baker Botts as regulatory counsel.
Avanos Medical CEO David Pacitti said: “Over the past several years, we have taken deliberate steps to become a more focused medical technology organisation, leaning into the categories where we can deliver the most clinical value.
“Partnering with AIP will better enable us to build on our progress, advance our innovation roadmap, and strengthen our competitive position with enhanced flexibility and resources.
“I look forward to working with AIP as the Avanos team begins a new chapter, marked by growth and compelling benefits for employees, patients, customers, and all our stakeholders.”
