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Asensus Surgical Inc., which has been developing “intra-operative augmented intelligence technology for operating rooms,” today announced that it has entered a definitive merger agreement with KARL STORZ Endoscopy-America Inc. KARL STORZ said the transaction will strengthen its position in the growing surgical robotics market, particularly with Asensus’ next-generation LUNA system.
“We are pleased to have reached this agreement with KARL STORZ, which we believe maximizes value for our stockholders,” stated Anthony Fernando, president and CEO of Asensus Surgical.
“This transaction is a testament to the value of our innovative robotic and digital technology, intellectual property, and the hard work of our talented team,” he added. “We are excited to enter the next chapter for Asensus with KARL STORZ, which will allow us to continue to develop and deliver precise, safer, predictable surgery and digital tools to patients and surgeons around the world.”
The companies have been collaborating for more than a year, and the deal follows the terms of an April letter of intent from KARL STORZ. Under the agreement, KARL STORZ will acquire all outstanding shares of the surgical robot maker for $0.35 per share in cash.
The purchase price represents a premium of about 67%, based on the per-share closing price of the Asensus common stock on the NYSE American on April 2. It also represents a premium of approximately 52% to the closing price of the common stock on the last trading day prior to the announcement.
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Asensus works to digitalize surgery
The company was founded as TransEnterix Inc. in 2006 and rebranded as Asensus Surgical in 2021 to reflect its vision of using machine learning and computer vision to advance surgical robotics and deliver “consistently superior outcomes.”
The Morrisville, N.C.-based company has offices in Milan and Klinikum Idar-Oberstein, Germany. It said it has more than 200 employees, and over 300 surgeons have used its technology to perform more than 10,000 procedures.
Asensus said its digital laparoscopy technology is approved for use around the world. The Senhance surgical system offers precise manipulation in robot-assisted surgeries, said Asensus. It works with human clinicians through smart tracking of eye movements for minimally invasive procedures. In January, the company placed its first Senhance robot for pediatrics in Japan.
The company offers Senhance along with Performance-Guided Surgery (PGS) and Intelligent Surgical Unit (ISU). Senhance Connect is designed for teleoperation, and Senhance Simulation can aid with training. Asensus said its Augmented Intelligence can deliver real-time insights beyond the robots, similar to GPS, enhancing rather than replacing human capabilities.
The LUNA system in development includes include a surgeon console with unconstrained handles, a touchscreen, and an Ultra-HD 3D monitor. It also has up to four independent robotic arms and a drive system supporting various instrumentation options.
Asensus showed LUNA to physicians in January. The company planned to manufacture LUNA with Flex and said it was aiming for U.S. Food and Drug Administration approval in 2025.
KARL STORZ to take surgical unit private
Asensus Surgical’s board of directors has unanimously approved the transaction. The company said it expects the merger to close in the third quarter of 2024, subject to customary closing conditions, including receipt of approval from the Asensus stockholders.
Upon completion of the transaction, Asensus Surgical will become a subsidiary of KARL STORZ Endoscopy-America and will no longer be publicly listed or traded on the NYSE American Exchange.
KARL STORZ Endoscopy-America is a subsidiary of KARL STORZ SE & Co. KG, an independent, family-owned global medical technology company founded in 1945 in Tuttlingen, Germany. A leader in endoscopy, KARL STORZ employs 9,400 people in more than 40 countries worldwide.
The company‘s portfolio includes 13,000 products for human and veterinary medicine, and it recorded preliminary sales in fiscal of 2023 of €2.17 billion ($2.34 billion U.S.). KARL STORZ has production sites in Germany, the U.S., Switzerland, and
Jefferies LLC served as financial advisor to Asensus Surgical, and Ballard Spahr LLP served as legal counsel to Asensus Surgical. UBS Investment Bank served as financial advisor to KARL STORZ, and Ropes & Gray LLP served as legal counsel to KARL STORZ.