Thoratec, HeartWare Terminate Proposed Merger

 

August 3, 2009

August 3, 2009 – Circulatory assist pump maker Thoratec Corp. and small implantable blood pump maker HeartWare International Inc. terminated their merger agreement in response to U.S. Federal Trade Commission’s complaint in the U.S. Federal District Court challenging the proposed acquisition.

"We are disappointed by the Federal Trade Commission's decision to seek to enjoin the transaction," said Gary F. Burbach, president and chief executive officer of Thoratec. "Although we continue to believe in the benefits of the transaction, our management and board of directors have determined that it was in the best long-term interests of Thoratec and its shareholders not to pursue what would likely be a protracted, costly and unpredictable litigation process. We remain focused on building a much broader market for VADs in treating advanced stage heart failure.”

"After discussions with Thoratec and our board of directors, we agree that litigation to pursue the acquisition by Thoratec is not in the best interests of our shareholders. While we too are disappointed with the decision by the FTC, we are, nonetheless, excited about HeartWare's prospects going forward on a stand-alone basis and look forward to serving patients and clinicians," said Doug Godshall, president and chief executive officer of HeartWare.

The merger deal was originally announced February 13, 2009. The Federal Trade Commission authorized a lawsuit July 30 to block Thoratec Corp’s proposed $282 million acquisition. The commission said the merger would substantially reduce competition in the U.S. market for left ventricular devices (LVADs). The Federal Trade Commission contends Thoratec currently has a monopoly on the commercial sale of LVADs in the United States, and its administrative complaint alleges Thoratec seeks to maintain its monopoly by acquiring HeartWare to eliminate the only significant threat to Thoratec’s continued dominance of the LVAD market.

For more information: www.thoratec.com, www.itcmed.com, www.heartware.com, www.ftc.gov/opa/2009/07/thoratec.shtm