MicroPort® Enters into Binding Letter of Intent to Buy Cardiac Rhythm Management Business Franchise from LivaNova for $190 Million

LONDON and SHANGHAI, November 20, 2017 - MicroPort Scientific Corporation (HK:00853) ("MicroPort®") and LivaNova PLC (NASDAQ:LIVN) ("LivaNova") today announced the companies have entered into a binding Letter of Intent ("LOI") under which MicroPort® will acquire LivaNova's Cardiac Rhythm Management ("CRM") Business Franchise for $190 million in cash.
MicroPort® is a leading medical technology company dedicated to innovation, manufacturing and marketing high-end medical devices globally, covering 10 major medical disciplines including interventional cardiology, orthopedics, interventional radiology, electrophysiology, diabetes and endocrine management, surgical management, and others. It has over 200 products currently approved for use in over 5,000 hospitals worldwide. MicroPort® generated approximately $390 million in revenue in fiscal year 2016.
The CRM Business Franchise develops, manufactures and markets products for the diagnosis, treatment and management of heart rhythm disorders and heart failures, with more than one million patients implanted globally over nearly four decades. CRM products include high-voltage defibrillators, cardiac resynchronization therapy devices and low-voltage pacemakers. The CRM Business Franchise generated approximately $249 million in net sales in fiscal year 2016 and has approximately 900 employees with operations chiefly in Clamart, France; Saluggia, Italy; and Santo Domingo, Dominican Republic.
Upon completion of the acquisition, MicroPort® will become the most advanced domestic company in China with CRM know-how in the global CRM market which is estimated to be $10 billion. With the world's largest treatable patient population as its home market, MicroPort® can accelerate the development of new CRM products to better serve patients suffering from arrhythmias in China, which will further enhance MicroPort®'s competitiveness in the global CRM industry. It is also expected that the acquisition will improve the overall operational efficiency of R&D for MicroPort®'s CRM business in China. The synergy of imported and in-house R&D of CRM products will definitely promote the rapid expansion of MicroPort®'s CRM business in China. Meanwhile, the acquisition will increase MicroPort®'s operational scale in Europe with a predominantly European-based CRM operation. With manufacturing facilities and key commercial offices in France and Italy, the acquisition will provide additional critical mass in two important European markets and the opportunity for MicroPort® to leverage CRM's EU distribution channels with other portfolio products, such as the orthopedic devices, cardiovascular devices, endovascular devices, electrophysiology devices, neurovascular devices, and etc., so as to enhance their sales coverage.
The market size of the global CRM addressable market is approximately $10 billion. Chinese CRM market is growing rapidly given aging population and highly underpenetrated with around 11% compound annual growth rate. There are around one million patients suffering from bradycardia in China with an estimated 300,000 to 400,000 new cases annually. However, due to lack of core technologies and industrialization experience, China almost solely relies on imports for pacemaker devices, the high price of which has deterred most patients with only 80,000 of them can be treated with pacemakers each year.
In 2014, MicroPort® founded a joint venture with Sorin Group (Sorin acquired ELA Medical in 2001), MicroPort Sorin CRM (Shanghai) Co., Ltd. ("MSC"), to market and develop CRM devices, including implantable pacemakers, defibrillators, cardiac resynchronization devices and related devices, in China. During the past four years, MSC has made great achievements in the development, manufacture and promotion of CRM products for the China market. In 2015, MSC launched China's first domestic cardiac pacemaker production line with international advanced standards. In September 2017, MSC announced the China Food and Drug Administration approval of its Rega™ Family Implantable Pacemakers, the first domestically manufactured pacemakers that meet international standards in China.
Damien McDonald, LivaNova's Chief Executive Officer, said, "We have worked with the team at MicroPort® over the past four years as a joint venture partner in MSC, and have a great deal of respect for their organization and commitment to innovative science. We believe that in MicroPort®, our CRM Business Franchise has found the ideal home to reach its full potential. We expect that the acquisition of the business franchise by MicroPort®, a leading global medical device company, will ensure continued growth and development for the business, opportunities for its employees and benefits for the physicians and patients who rely on these lifesaving products."
Dr. Li Wang, Chief Executive Officer of MSC, said: "This acquisition will transform the domestically made pacemakers from a market follower to a potential competitor to market top leaders, and it is also expected to accelerate the time to market CRM devices for the China market. Based on the success of LivaNova's world-class CRM devices, we will continue to develop innovative CRM devices for the China market with tailor-made treatment and service, to better serve the domestic patients."
"The CRM Business Franchise is a global business and strong regional player with attractive assets, a robust pipeline and growth potential. Its strong position in Europe compliments our leadership position in China and growing presence in the United States and Emerging Markets, enabling us to further strengthen each other's worldwide reach. Meanwhile, with the commitment and dedication of its employees, combined with the precision and innovation of the technology portfolio of the CRM business, I am confident that MicroPort® and the CRM business can grow together - faster, better and stronger, in the global arena." said Dr. Zhaohua Chang, MicroPort® Chairman and Chief Executive Officer. "This combination represents a great opportunity to build upon our ongoing commitment and expertise to accelerate the development of new CRM products. We are committed to dedicating the focus and the necessary resources to fully leverage and maximize the business's potential. We look forward to welcoming CRM's talented employees to the MicroPort® family."
MicroPort® and LivaNova expect to enter into the definitive acquisition agreement contemplated by the LOI following completion of the notification and consultation process with CRM's employee works councils as required by local laws. Completion of the transaction is subject to entry into the definitive acquisition agreement, receipt of relevant regulatory approvals and other customary conditions. The companies expect the transaction to close in second quarter 2018.

About LivaNova
LivaNova PLC is a global medical technology company built on nearly five decades of experience and a relentless commitment to improve the lives of patients around the world. LivaNova's advanced technologies and breakthrough treatments provide meaningful solutions for the benefit of patients, healthcare professionals and healthcare systems. Headquartered in London and with a presence in more than 100 countries worldwide, the company employs more than 4,500 employees. LivaNova operates as three business franchises: Cardiac Surgery, Neuromodulation and Cardiac Rhythm Management, with operating headquarters in Mirandola (Italy), Houston (U.S.A.) and Clamart (France), respectively.

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