Mars announces acquisition of Heska

Mars, Incorporated and Heska Corporation have entered into a definitive agreement enabling Mars to acquire Heska, a global provider of advanced veterinary diagnostic and specialty products for $120.00 per share.¹ As of March 31, 2023, transaction price represents a premium of about 38% over Heska's 60-calendar day volume weighted average price and a premium of about 23% over Heska's closing stock price. The agreement has been unanimously approved by the boards of directors of both entities.

Upon transaction close, Heska will join Mars Petcare, a purpose-driven global business serving pets and pet parents through products and services within veterinary health and diagnostics, nutrition, innovation, and technology. This acquisition will allow the science & diagnostics division of Mars Petcare, which currently includes Antech Diagnostics, to extend its diagnostic offerings and broadly promote point-of-care veterinary diagnostics to the global pet healthcare community.

"We look forward to welcoming Heska to Science & Diagnostics as we share the belief that diagnostic innovation is a critical enabler to providing transformative veterinary care,” stated Nefertiti Greene, president, Mars Petcare, science & diagnostics, in the release.¹ "This transaction will bring together highly complementary businesses with a strong strategic and cultural fit that furthers our purpose to create A BETTER WORLD FOR PETS. This comprehensive diagnostic offering will mean broader coverage across diagnostic products, services, and technology, and will accelerate R&D for novel solutions."

Kevin Wilson, CEO & president of Heska, added "Today's announcement is a great testament to the quality of our Heska family - we are small, but our people and their creativity, execution, expertise, and value-creation have made us exceptional. We are thrilled to join Mars Petcare on its quest to build A BETTER WORLD FOR PETS. Working together, Heska's innovations will more quickly reach more veterinarians to help more pet families live better, healthier, longer lives. That's been our mission for over a decade and today is an incredible milestone towards realizing it."

The transaction consists of customary closing conditions, including Heska shareholders' and regulatory approvals, and is anticipated to close in the second half of 2023.

Lazard served as the financial advisor for Mars, and Skadden, Arps, Slate, Meagher & Flom LLP acted as Mars' legal advisor. BofA Securities, Inc and Piper Sandler & Co served as Heska's financial advisors, and Gibson, Dunn & Crutcher LLP acted as Heska's legal advisor.

Reference

Mars to acquire Heska, global provider of advanced veterinary diagnostic and specialty solutions. News release. Heska Corporation. April 3, 2023. Accessed April 3, 2023. https://www.prnewswire.com/news-releases/mars-to-acquire-heska-global-provider-of-advanced-veterinary-diagnostic-and-specialty-solutions-301787960.html