IDB Holding Corp. Ltd. (TASE:IDBH) unit Given Imaging Ltd. (Nasdaq: GIVN; TASE: GIVN) has been sold to a foreign company at $30 per share, reflecting a company value of $970 million (fully diluted), a 27% premium on its market cap, IDB subsidiary Discount Investment Corporation (TASE: DISI) announced on Saturday evening. Given Imaging has not yet notified the US Securities and Exchange Commission (SEC) about the deal.
In a notice to the TASE, Discount Investment said, that Given Imaging "had agreed with a large foreign strategic entity on the acquisition of all Given Imaging shares at $30 per share in a cash three-way reverse merger." The deal involves the sale of the controlling interest in Given Imaging (46% held by Discount Investment, its subsidiary Elron Electronic Industries Ltd. (TASE: ELRN), and Rafael Development Corporation). The reverse three-way merger requires an ordinary majority, rather than the special majority required for an ordinary acquisition offer.
If the deal is closed, Discount Investment will receive $142 million and report a capital gain of NIS 554 million. As mentioned, this is an agreement with a "large strategic entity", whose name was not disclosed, and the deal is not final. The deal is being carried out against the backdrop of the crisis at IDB. Today, Bank Leumi (TASE: LUMI), Mizrahi Tefahot Bank (TASE:MZTF), and Credit Suisse Group AG (NYSE: CS; SWX: CSGN; XETRA: CSGZ) are due to vote on which of the two bids for IDB they prefer: the bid by the Nochi Dankner-Alexander Granovksy consortium, or the bid by the Eduardo Elsztain-Motti Ben-Moshe consortium.
Given Imaging's buyer is reportedly Irish medical devices company Covidien plc (NYSE: COV), which manufactures endoscopes, monitors, cardiovascular and breathing devices, and surgical equipment. The company has a market cap of $31.3 billion. It has acquired three Israeli companies: Oridion Systems Ltd., PolyTouch Medical Ltd., and superDimension Ltd.
Published by Globes [online], Israel business news - www.globes-online.com - on December 8, 2013
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