Mazor Robotics Ltd. has entered the next phase of its strategic partnership with Medtronic earlier than planned and their existing agreements have been amended accordingly. The agreements provide for the conversion of the commercial relationship between the parties, with Medtronic assuming exclusive worldwide distribution of the Mazor X system, and Medtronic making a USD 40 million third tranche investment in Mazor. These developments are a result of the early achievement of certain sales and marketing milestones by both companies, as well as higher than expected global market acceptance and demand for the Mazor X system.
Medtronic will invest USD 40 million in Mazor Robotics' American Depository Shares (ADS) at a price of USD 38.46 per ADS. This third tranche of investment in Mazor by Medtronic will bring Medtronic's total investment in Mazor to USD 72 million, representing approximately 11.9 percent of the outstanding shares post investment and 10.6 percent of the fully diluted shares outstanding post investment. Mazor will also issue to Medtronic warrants to purchase an additional 1.21 million Mazor ADSs at an exercise price of USD 44.23 per ADS. The exercise price represents a 15 percent premium over the per share price for the USD 40 million equity investment. Medtronic has the right to exercise the warrants immediately in whole or in part, for cash, and they expire after 18 months. Assuming the full exercise of the warrants, Medtronic's investment in Mazor will reach USD 125 million and its ownership could increase to 4.2 million ADSs, or 14.2 percent, based on the current number of ADSs outstanding on a fully diluted basis.