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- The $374/share offer represents a roughly 19% premium to PEN's previous close and values the company at approximately 9.2x estimated FY26 sales. This rather expensive valuation, marking BSX’s largest acquisition in two decades, is a primary driver of the downward pressure on BSX shares.
- The $14.5 bln transaction is structured as approximately 73% cash and 27% stock. BSX intends to finance the roughly $11 bln cash component through a combination of cash on hand and new debt. PEN stockholders can elect to receive $374 in cash or 3.8721 BSX shares, subject to proration.
- BSX expects the transaction to be $0.06–$0.08 dilutive to adjusted EPS in the first full year following the close. However, the company projects the deal will be neutral to slightly accretive in the second year and increasingly accretive thereafter as synergies are realized.
- The acquisition provides BSX with a dominant position in the high-growth mechanical thrombectomy and neurovascular markets. PEN’s portfolio, including its Lightning Bolt and Lightning Flash Computer Assisted Vacuum Thrombectomy (CAVT) systems, offers a new growth catalyst by addressing complex conditions like pulmonary embolism, stroke, and deep vein thrombosis.
- The deal bolsters BSX’s Peripheral Vascular and Neurovascular segments. PEN’s vascular portfolio, which delivered 22% revenue growth in Q4, provides head-to-toe solutions for clot removal, complementing BSX’s existing cardiovascular leadership and providing a scaled entry into the neurovascular space.
Briefing.com Analyst Insight:
BSX is paying a steep premium for PEN, and the market’s immediate reaction reflects concerns over the 9.2x FY26 sales multiple and near-term EPS dilution. However, this is a transformative strategic pivot. By acquiring the leader in thrombectomy, BSX is essentially buying its way into one of the fastest-growing niches in MedTech. PEN is currently trading below the $374 takeout price because the 27% stock component of the deal has lost value alongside BSX shares, and investors are pricing in the typical regulatory and closing risks associated with a 2026 completion timeline. While the "sticker shock" is real, the deal streamlines BSX's profile as a high-growth, innovation-led powerhouse in the vascular and neurovascular sectors.