* Purchase of Concetpus is latest in string of bolt-on deals
* Offers $31/shr in cash, about 30 times adj EBITDA target
* Shores up Bayer's position as No.1 in women's healthcare
* Conceptus makes non-hormonal contraceptive inserts
* Bayer shares down 2.3 percent
(Adds background on Bayer's contraceptives, shares, recent deal
By Ludwig Burger
FRANKFURT, April 29 Germany's Bayer AG
has agreed to buy U.S. contraceptive devices maker
Conceptus for $1.1 billion, aiming to underpin its
position as the world's largest women's healthcare provider,
Bayer, whose shares were down 2.3 percent by 0823 GMT, will
launch a public tender offer to acquire all Conceptus shares for
$31.00 each in cash, in an offer agreed with Conceptus's
management, Bayer said on Monday.
That is a premium of 19.7 percent over the stock's closing
price on Friday and a multiple of about 30 times the adjusted
earnings before interest, taxes, depreciation and amortisation
(EBITDA) that Conceptus is targeting for this year.
Shares in global healthcare equipment and services companies
on average trade at 9 times annual EBITDA, according to Thomson
Bayer's women's healthcare business had sales of 3.15
billion euros ($4.1 billion) last year, from products including
its Yasmin contraceptive pill and Mirena intrauterine device.
"Our experience in the field of gynaecology combined with
our sales and distribution expertise will help to further
develop Conceptus' business," said Andreas Fibig, head of Bayer
unit HealthCare Pharmaceuticals.
Conceptus, which makes inserts that are placed into the
fallopian tubes as a permanent non-hormonal contraceptive, had
$28.2 million in adjusted EBITDA last year on sales of $141
The U.S. company has forecast 2013 adjusted EBITDA of
between $34 million and $37 million on sales of between $155
million and $159 million.
Bayer Chief Executive Marijn Dekkers took the post in 2010
with a reputation for being able to handle transformational
takeovers, but the Conceptus deal, expected to close by
mid-year, is the latest in a line of small and medium-sized
Last September Bayer agreed to buy Teva's U.S.
animal health operations for up to $145 million, following the
purchase of AgraQuest, a developer of bacteria to fight plant
disease, for at least $425 million.
($1 = 0.7676 euros)
(Editing by David Holmes)