SAN DIEGO, Dec. 2, 2013 /PRNewswire/ -- Volcano
Corporation (NASDAQ: VOLC), a leading developer and manufacturer of
precision guided therapy tools designed to enhance the diagnosis
and treatment of coronary and peripheral vascular disease, today
announced that its Board of Directors has authorized a $200 million share repurchase program. The
Company intends to fund share repurchases with cash on
hand.
As part of the program, Volcano will enter into a $100 million Accelerated Share Repurchase ("ASR")
with J.P. Morgan Securities LLC ("JPMorgan"), as agent for JPMorgan
Chase Bank, National Association, London Branch. Under the
ASR agreement, Volcano will pay $100
million to JPMorgan and will receive from JPMorgan an
initial delivery of 3,557,137 shares of Volcano's common stock.
The final number of shares to be repurchased by Volcano under
the agreement will be determined at the completion of the ASR
program and will be based generally on the daily volume-weighted
average share price of the Company's common stock during a period
of up to approximately four months, less an agreed-to discount.
At settlement, the Company may receive additional shares of
common stock from JPMorgan or, under certain circumstances, may be
required to deliver shares of common stock or remit a settlement
amount in cash, at the Company's option, to JPMorgan upon
completion of the program. All common shares repurchased
under the ASR program will be retired.
"The Board of Directors believes this repurchase authorization
and accelerated share repurchase program underscores our confidence
in Volcano's prospects and long-term outlook," said Scott Huennekens, President and Chief Executive
Officer of Volcano Corporation. "Volcano's strong balance
sheet provides us with the financial flexibility to return capital
to shareholders at an accelerated rate while continuing to invest
in our business and maintaining our ability to capitalize on
external growth opportunities. We will continue to be
disciplined with respect to the allocation of capital and we are
confident that we are taking the right steps to grow the Company
and create value for all Volcano shareholders."
Mr. Huennekens continued, "As we implement our recently
announced strategic reprioritization initiative, we believe Volcano
possesses a strong platform for long-term growth, including
intravascular imaging in the peripherals, expansion of our iFR®
offering in Europe and Japan—as
well as its anticipated U.S. roll out in the second half of
2014—and the full market launches of our Crux® IVC filter, Verrata®
FM wire, PioneerPlus™ re-entry catheter and Sync-Rx
technology."
The Company expects that additional purchases under the
remaining $100 million of the share
repurchase authorization will be made in the open market. Any
open market share repurchases would be made at prevailing market
prices using existing resources. Under the authorization, the
Company also retains the right to make repurchases in block or
privately negotiated transactions. While Volcano expects to
take advantage of market conditions, the timing and extent of any
repurchases are subject to the trading price of the Company's
shares and other factors including restrictions relating to volume,
price and timing under applicable law. The repurchase program
may be modified, suspended or terminated at any time by the Company
without notice.
About Volcano Corporation
Volcano Corporation (Nasdaq: VOLC) is revolutionizing the
medical device industry with a broad suite of technologies that
make imaging and therapy simpler, more informative and less
invasive. Our products empower physicians around the world with a
new generation of analytical tools that deliver more meaningful
information—using light and sound as the guiding elements. Founded
in cardiovascular care and expanding into other specialties,
Volcano is changing the assumption about what is possible in
improving patient outcomes by combining imaging and therapy
together. For more information, visit the company's website at
www.volcanocorp.com.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the U.S. Private Securities Litigation Reform Act of
1995. Any statements in this release that are not historical
facts may be considered "forward-looking statements." These
statements include statements regarding the aggregate amount of the
Company's common stock that will be repurchased in the ASR and the
share repurchase program, the timing for any purchases under the
program, the manner in which purchases under the program will be
conducted, and the price of shares purchased under the program, the
Company's ability to create value for its stockholders, the
Company's growth, prospects and long-term outlook, the Company's
capital allocation strategy and ability to capitalize on external
growth opportunities, the Company's product and technology
platform, expansion of its product offerings and timing for
roll-out or launch of its products, and the potential benefits of
the Company's products and technologies. Forward-looking
statements are based on management's current expectations and are
subject to risks and uncertainties that may cause Volcano's results
to differ materially and adversely from the statements contained
herein. Some of the potential risks and uncertainties that could
cause actual results to differ include market conditions affecting
the trading price and volume of the Company's common stock;
unanticipated cash needs experienced by the Company; the Company's
decisions with respect to its capital allocation strategy; the pace
and extent of market adoption of the Company's products and
technologies; unexpected clinical trial results, including
unexpected new clinical data and unexpected additional analysis of
existing clinical data; unexpected regulatory actions or delays or
government regulation generally; the Company's ability to obtain or
maintain patent or other proprietary intellectual property
protection; competition in general; government, industry and
general public pricing pressures; unexpected manufacturing issues;
growth strategies; timing and achievement of product development
milestones; outcome of ongoing litigation; the impact and benefits
of market development; product introductions, including delays;
unexpected new data, safety and technical issues; market conditions
affecting the Company's products and technologies; and other risks
inherent to medical device development and commercialization. These
and additional risks and uncertainties are more fully described in
Volcano's filings made with the Securities and Exchange Commission,
including our recent quarterly report on Form 10-Q. Undue
reliance should not be placed on forward-looking statements which
speak only as of the date they are made. Volcano undertakes no
obligation to update any forward-looking statements to reflect new
information, events or circumstances after the date they are made,
or to reflect the occurrence of unanticipated events.
SOURCE Volcano Corporation