Acquisition of Jostra Group
GETINGE has signed an agreement to purchase 100% of the shares of Jostra A.G.
GETINGE will not acquire Jostra’s former US operations Jostra Bentley and Jostra Life Stream
The acquisition is subject to German antitrust clearance which could be obtained within 4 - 5 weeks
Background Cardiovascular Disease
Leading cause of death and disability especially in developed countries and increasingly in emerging
countries
Blood pumps, oxygenerators and vascular access are the key technologies for cardiopulmonary by-pass. They
have enabled the growth of cardiac surgery
The number of open heart operations increased significantly to presently > 1 million cases and will grow
to > 1.6 million cases per year worldwide by 2007
Background Cardiovascular Disease
Currently close to 90% of cardiac surgery is performed on-pump
The Cardiopulmonary market is valued at approx. 4 500 MSEK and is expected to grow in mid-
single digits - faster for Europe and emerging markets
Heart valve procedures are growing faster and no off-pump procedure exists
Jostra in brief
Sales approx 90 M EUR in 2002
Associates ~ 600Sales in 100 countries, own sales companies in:
Germany, France, Italy, Japan, Canada, Spain, UK, Netherlands, Sweden, China, Hong Kong
Production: Germany (2 sites), Sweden and Denmark
Products: Heart lung machines, Oxygenators, Centrifugal pumps, related Disposables, Minimal Invasive on-pump Equipment, Autotransfusion
Excellent technology and product pipeline, 55 issued patents
Good track record of organic growth 10% +
HL 30 Perfusion Work Station HCU 30 Heater Cooler Unit
Jostra Products Hardware
Jostra Disposables pediatric --> adult
Oxygenators
Tubing sets
Reservoirs
Filters
Cannulae / Catheters
Centrifugal pumps
Jostra MECC: for minimal invasive On Pump Procedures
Traditional CPBTraditional CPB MECCMECC
MECCMECC
minimally invasiveon pump systems
On Pump 88 %
Off Pump 12 %
Jostra RotaCell - Autotransfusion
For collection, washing and reinfusion of patient blood
Variable separation chamber - pediatrics
Product not launched
Market Shares Heart-Lung Machines
Snia 45%
Jostra 25%
Terumo 25%
Others 5%
Global market ~ 850 machines p.a.
Market Shares Oxygenators
Worldwide Europe
Snia 33% 43%
Medtronic 20% 15%
Jostra 13% 25%
Terumo 12% 8%
Others 22% 9%
Global market ~ 1 200 000 pcs p.a.
Sales by Products
20%
10%
67%
3%
Heart-Lung machines
MECC
Consumables
Other
EUR 90 million
Sales Breakdown by Region 2002
23%
40%
5%
6%
26%Germany
Other W. Europe
Latin America
Africa
Asia/Pacific/Australia
EUR 90 million
Jostra Integration Focus and Targets
Integration of Jostra’s sales and marketing organisation with that of Surgical Systems
Improved production structure
Reinforce sales and marketing organisation to drive market penetration in Europe and emerging markets
Focus the R&D pipeline to deliver new technologies in a speedy and timely manner
Jostra Acquisition Financials
Price of shares 23.6 M EUR
Assumed net debt 36.4 M EUR
Restructuring costs: approx. 15 M EUR
The goodwill amounts to 37 M EUR
The target is to improve Jostra’s EBIT margin to 12 - 15% within 3 years after goodwill
amortization
Contribution to group earnings in 2003 will be slightly negative to neutral (depending on date of consolidation
with GETINGE)
Contribution to group pre-tax profit including goodwill amortization and related financial charges will be in the
range of EUR 5 - 6 million in 2004
Jostra future Opportunities
Entry into the autotransfusion market valued at 3 billion SEK
Penetration with the minimal invasive MECC technology for on pump procedures and potentially for beating-heart
procedures
Improved market penetration through intensified sales and marketing efforts backed by good technology
Synergies from integration
Further growth through acquisition for global leadership