Fairness opinionsMedical Devices and Supplies2022

Intersect ENT acquired by Medtronic: fairness opinion

Announced May 13, 2022 · Merger · DEFM14A filed September 7, 2021
Medical Devices and Supplies Medical Devices Filing detail pending
Enterprise value
$1.3B
EV / LTM EBITDA
EBITDA $-48.0M · -30% margin
EV / LTM revenue
8.08x
revenue $158M
DCF discount rate
9.5%–10.5%

Deal terms

Consideration
Price per share
Premium
Premium basis
StructureMerger
Termination fee
Reverse termination fee
Go-shopNone
Outside date
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Management projections

Projection yearYear 1Year 2Year 3Year 4Year 5CAGR
Revenue$199M$236M$284M$328M$384M17.9%
Revenue growth25.9%18.6%20.3%15.5%17.1%
EBITDA$-15.0M$11.0M$48.0M$60.0M$75.0M
EBITDA growth336.4%25.0%25.0%
EBITDA margin-8%5%17%18%20%
Implied EV / EBITDA116.1x26.6x21.3x17.0x

Year-1 growth is against LTM at announcement ($158M revenue, $-48.0M EBITDA); later years are year over year.

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