HeartWare International, Inc. (HTWR)

[cjgaddy]

7-2-12: Heartware to Acquire WorldHeart via Stock Swap (vs. $8mm Cash)

7-2-12 9:32am: ”Heartware Waives Option to Elect to Pay World Heart Merger Consideration in Cash”
HeartWare Intl. announced that, with respect to the Agreement and Plan of Merger and Reorganization, dated as of March 29, among HeartWare, Ocean Acquisition Holding, a Delaware corporation and an indirect wholly owned subsidiary of HeartWare, and World Heart Corporation, a Delaware corporation, HeartWare has irrevocably waived its option to elect to pay the merger consideration in cash upon the closing of the transaction pursuant to which HeartWare will acquire World Heart for consideration of $8M. Instead, as provided in the Merger Agreement, upon the closing of the Transaction, each share of World Heart common stock will be converted into the right to receive the number of shares of HeartWare common stock equal to the quotient determined by dividing the per share merger consideration by the average of the per share closing prices of HeartWare common stock on NASDAQ during the 10 consecutive trading days ending on the trading day that is one calendar day prior to the date of the closing of the Transaction. The per share merger consideration will be determined by dividing $8M by the number of shares of World Heart common stock outstanding as of immediately prior to the effective time of the merger. :theflyonthewall.
http://www.theflyonthewall.com/permalinks/entry.php/HTWRid1661287/HTWR-HeartWare-waives-option-to-elect-to-pay-World-Heart-merger-consideration-in-cash

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3-30-12: ”HeartWare snags World Heart for $8 million”
MassDevice staff
http://www.massdevice.com/news/heartware-snags-world-heart-8-million
• HeartWare International acquires World Heart Corp.'s ventricular assistance device patent portfolio for $8 million.
HeartWare International (HTWR) acquired World Heart Corp. [ http://www.worldheart.com ] (WHRT) for $8 million, to be paid in either stock or cash at World Heart shareholders' preference. World Heart owns more than 100 patents and patent applications in the ventricular assistance space, including for its PediaFlow pediatric and MiFlow adult VADs.
"In line with our goal to be a leader in the VAD market for years to come, we believe that bolstering our patent portfolio and adding World Heart's technologies broadens our options for the future," HeartWare president & CEO Doug Godshall said in prepared remarks.
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