January 24, 2017

The transaction provides the opportunity to optimize the significant potential of the Cardioband™ Heart Valve Repair System.

Willkie client Valtech Cardio, Ltd. has been acquired by Edwards Lifesciences Corporation. Edwards announced in November that it had signed an agreement to acquire Valtech. The acquisition gives Edwards access to the Cardioband™ Reconstruction System for transcatheter repair of the mitral valve and tricuspid valve of the heart. Edwards paid $340 million in stock and cash at closing, with the potential for up to $350 million in additional pre-specified milestone-driven payments over the next 10 years.

As part of the transaction, Valtech spun off its early-stage transseptal mitral valve replacement technology program, Mitraltech Ltd.  Edwards retained an option to acquire that program and its associated intellectual property for $200 million, plus up to $50 million in contingent consideration, both payable in cash and company common stock. As consideration for the option, the company made available to the Miraltech program a credit facility of up to $18 million, which is subject to increase under certain circumstances.

Valtech, which is based in Israel and specializes in the development of devices for mitral and tricuspid valve repair and replacement, was privately held.

U.S.-based Edwards Lifesciences is the global medical technology leader in patient-focused medical innovations for structural heart disease, as well as critical care and surgical monitoring.

The Willkie deal team was led by partner Morgan Elwyn and included partners Christopher Peters, Michael Katz and Eugene Chang; associates Ziyad Aziz, Patrick Horan and Michael Gordon.