Abbott Laboratories (NYSE:ABT) made a non-binding proposal to acquire Cardiovascular Systems, Inc. (NasdaqGS:CSII) from The Vanguard Group, Inc. and others for approximately $860 million on November 18, 2022. Abbott Laboratories sent a non-binding indication of interest to acquire Cardiovascular Systems, Inc. from The Vanguard Group, Inc. and others for approximately $880 million on December 2, 2022. Abbott Laboratories entered into a definitive agreement to acquire Cardiovascular Systems, Inc. from The Vanguard Group, Inc. and others for approximately $880 million on February 8, 2023. The acquisition is expected to be funded with cash on hand. Under terms of the proposal, Cardiovascular Systems, Inc. (CSI) stockholders will receive $19.50 per common share. Under terms of the agreement, Cardiovascular Systems, Inc. (CSI) stockholders will receive $20 per common share at a total expected equity value of approximately $890 million. CSI may be required to pay Abbott a termination fee of $26.5 million and Abbott may be required to pay CSI a termination fee of $26.5 million.

The transaction Is subject to the approval of CSI stockholders, the expiration or termination of any waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and the satisfaction of customary closing conditions, including applicable regulatory approvals. The transaction has been unanimously approved by the boards of directors of CSI and Abbott. CSI shareholders meeting is scheduled on April 27, 2023. Upon close, the transaction is expected to be neutral to Abbott's recently issued 2023 ongoing earnings per share guidance.

J.P. Morgan Securities LLC is serving as financial advisor with a service fee of $13.5 million and fairness opinion provider with a service fee of $2 million to CSI. Olivia Tyrrell, Derek Liu, Thomas Asmar, Elizabeth Ebersole, Jessica Wicha, Adam Aft, Sarah Winston, Julia Medynskaya, Ye Cecilia Hong, Jon Ebner and Piotr Korzynski of Baker & McKenzie LLP acted as legal advisors to Abbott. Robert Rosenbaum and Jonathan Van Horn of Dorsey & Whitney LLP acted as legal advisors to CSI. Broadridge Corporate Issuer Solutions, Inc. acted as transfer agent while D.F. King & Co., Inc. acted as information agent with a service fee of $15,000 to CSI.

Abbott Laboratories (NYSE:ABT) completed the acquisition of Cardiovascular Systems, Inc. (NasdaqGS:CSII) from The Vanguard Group, Inc. and others on April 27, 2023. As a part of completion of the acquisition CSI will be surviving the merger as a subsidiary of Abbott (the ? Merger ?).