Deal Flow
Letter · prints on one page
Transaction tear sheetData as of Nov 7, 2026
M&A · Healthcare · Biological Products, (No Diagnostic Substances)

United Therapeutics Corp to acquire Miromatrix Medical Inc.

Announced Oct 30, 2023 · Closed Dec 13, 2023

Deal value$89MEV $85M
Premium213.0%To unaffected price
EV / Adj. EBITDA—
ConsiderationAll cash$3.25 per share

Transaction

Acquirer
United Therapeutics Corp (UTHR)
Target
Miromatrix Medical Inc.
Buyer type
Strategic
Offer price per share
$3.25
Enterprise value
$85M
Status
Closed Dec 13, 2023

Deal protections

Break fee (target pays)
$4.0M · 4.5%
Reverse fee (buyer pays)
$8.0M · 9.0%
Go-shop
No-shop
Financing
No financing condition

Advisors

To the acquirer
Not disclosed
To the target
Piper Sandler, Craig-Hallum
Piper Sandler fee
$2.5M

Sector context · Healthcare

Comparable deals
95 in the prior 24 months
Premium
213.0% vs. 52.0% sector median
EV / Adj. EBITDA
Sector median 17.1x
Break fee
4.5% vs. 3.5% sector median

Timeline

  1. AnnouncedOct 30, 2023
  2. Tender offerNov 13, 2023
  3. ClosedDec 13, 2023

Valuation · fairness opinions

Trading comparables$1.99$3.91
Discounted cash flow$2.41$4.27
Precedent transactions$2.60$2.68
Precedent transactions$2.60$3.27
Precedent transactions$1.53$1.84
Offer $3.25

Implied value per Miromatrix Medical Inc. share by analysis, from Piper Sandler · DCF discount rate 11.8%–13.8%.

Sources
  • 8-K (EX-99) · Oct 30, 2023
  • SC TO-C (EX-99.1) · Oct 30, 2023
  • 8-K · Oct 30, 2023

Adj. EBITDA is operating income + D&A + impairment, restructuring, deal costs and stock compensation, less any large gain on a sale, last twelve months, from the target's filings. Calculated by Castle, so it can differ from a bank's adjusted figure.

Prepared with Castle from public SEC EDGAR filings. Figures are extracted automatically; verify against the source documents. Not investment advice.