Asensus Surgical Inc., a pioneer in digitizing surgical procedures, has announced a preliminary agreement with KARL STORZ SE & Co. KG, indicating a potential acquisition by the latter.

This nonbinding letter of intent follows Asensus's exploration of various strategic avenues, including collaborations, licensing, and potential sale scenarios. The agreement, endorsed by Asensus’s board of directors, suggests a buyout of all outstanding shares at $0.35 each, or around $95 million in total.

This prospective acquisition by KARL STORZ hinges on successful due diligence, negotiation of a definitive merger agreement, and subsequent approval by Asensus shareholders. The terms include an exclusivity period, during which Asensus will not seek other transaction avenues, while KARL STORZ conducts its due diligence.

Furthermore, Asensus has secured a bridge loan of up to $20 million from KARL STORZ, designed to support its operations through the negotiation phase and potential transaction completion. This financial arrangement underscores the commitment of both parties to advance toward finalizing the merger, subject to due diligence outcomes and shareholder consent.

The planned acquisition aims to leverage Asensus's pioneering intraoperative augmented intelligence technology and KARL STORZ's extensive expertise and global footprint in endoscopy. Asensus is known for its innovative approach to surgery, combining digital technology with superior outcomes, while KARL STORZ boasts a rich history and a broad portfolio in medical technology.

Should the merger proceed to fruition, Asensus would transition from a publicly traded entity to a private company under the KARL STORZ umbrella. However, both entities have reserved the right to terminate the deal if terms are not met during the exclusivity period or thereafter.

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